Georgia
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58-1134883
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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1111 Bay Avenue
Suite 500, Columbus, Georgia
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31901
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(Address of principal executive offices)
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(Zip Code)
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Title of each class
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Name of each exchange on which registered
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Common Stock, $1.00 Par Value
Series B Participating Cumulative Preferred Stock Purchase Rights
Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series C
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New York Stock Exchange
New York Stock Exchange
New York Stock Exchange
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Large accelerated filer
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x
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Accelerated filer
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¨
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Non-accelerated filer
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¨
(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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Incorporated Documents
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Form 10-K Reference Locations
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Portions of the Proxy Statement for the Annual Meeting of Shareholders to be held April 26, 2018 (“Proxy Statement”)
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Part III
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Page
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Index of Defined Terms
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Item 4.
Mine Safety Disclosures
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(1)
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the risk that competition in the financial services industry may adversely affect our future earnings and growth;
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(2)
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the risk that we may not realize the expected benefits from our efficiency and growth initiatives, which could negatively affect our future profitability;
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(3)
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the risk that our current and future information technology system enhancements and initiatives may not be successfully implemented, which could negatively impact our operations;
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(4)
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the risk that our enterprise risk management framework may not identify or address risks adequately, which may result in unexpected losses;
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(5)
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the risk that our allowance for loan losses may prove to be inadequate or may be negatively affected by credit risk exposures;
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(6)
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the risk that any future economic downturn could have a material adverse effect on our capital, financial condition, results of operations and future growth;
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(7)
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changes in the interest rate environment, including changes to the federal funds rate, and competition in our primary market area may result in increased funding costs or reduced earning assets yields, thus reducing margins and net interest income;
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(8)
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our ability to attract and retain key employees;
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(9)
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the risk that we may be required to make substantial expenditures to keep pace with regulatory initiatives and the rapid technological changes in the financial services market;
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(10)
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risks related to our reliance on third parties to provide key components of our business infrastructure, including the costs of services and products provided to us by third parties, and risks related to disruptions in service or financial difficulties of a third-party vendor;
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(11)
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risks related to the ability of our operational framework to manage risks associated with our business such as credit risk and operational risk, including third-party vendors and other service providers, which could among other things, result in a breach of operating or security systems as a result of cyber attack or similar act;
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(12)
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our ability to identify and address cyber-securiy risks such as data security breaches, malware, "denial of service" attacks, "hacking" and identity theft, a failure of which could disrupt our business and result in the disclosure of and/or misuse or misappropriation of confidential or proprietary information, disruption or damage of our systems, increased costs, significant losses, or adverse effects to our reputation;
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(13)
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the impact of recent and proposed changes in governmental policy, laws and regulations, including proposed and recently enacted changes in the regulation of banks and financial institutions, or the interpretation or application thereof and the uncertainty of future implementation and enforcement of these regulations;
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(14)
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the risk that Federal Tax Reform could have an adverse impact on our business or our customers, including with respect to demand and pricing for our loan products;
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(15)
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the risk that we could realize losses if we sell non-performing assets and the proceeds we receive are lower than the carrying value of such assets;
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(16)
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the risk that we may be exposed to potential losses in the event of fraud and/or theft;
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(17)
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the risk that we may not be able to identify suitable acquisition targets or strategic partners as part of our growth strategy
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(18)
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the impact on our financial results, reputation, and business if we are unable to comply with all applicable federal and state regulations or other supervisory actions or directives and any necessary capital initiatives;
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(19)
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the risks that if economic conditions worsen or regulatory capital rules are modified, or the results of mandated “stress testing” do not satisfy certain criteria, we may be required to undertake initiatives to improve our capital position;
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(20)
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changes in the cost and availability of funding due to changes in the deposit market and credit market;
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(21)
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restrictions or limitations on access to funds from historical and alternative sources of liquidity could adversely affect our overall liquidity, which could restrict our ability to make payments on our obligations and our ability to support asset growth and sustain our operations and the operations of Synovus Bank;
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(22)
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our ability to receive dividends from our subsidiaries could affect our liquidity, including our ability to pay dividends or take other capital actions;
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(23)
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risks related to regulatory approval to take certain actions, including any dividends on our common stock or Series C Preferred Stock, any repurchases of common stock or any other issuance or redemption of any other regulatory capital instruments, as well as any applications in respect of expansionary initiatives;
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(24)
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risks related to recent and proposed changes in the mortgage banking industry, including the risk that we may be required to repurchase mortgage loans sold to third parties and the impact of the “ability to pay” and “qualified mortgage” rules on our loan origination process and foreclosure proceedings;
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(25)
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the risk that we may be required to take additional charges with respect to our deferred tax assets as a result of Federal Tax Reform in the event our estimates prove false;
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(26)
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the costs and effects of litigation, investigations, inquiries or similar matters, or adverse facts and developments related thereto;
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(27)
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risks related to the fluctuation in our stock price;
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(28)
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the effects of any damages to our reputation resulting from developments related to any of the items identified above; and
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(29)
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other factors and other information contained in this Report and in other reports and filings that we make with the SEC under the Exchange Act, including, without limitation, those found in "Part I - Item 1A. Risk Factors" of this Report.
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–
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Earnings growth:
Synovus reported net income available to common shareholders of $265.2 million, or $2.17 per diluted common share in 2017. Adjusted net income per diluted common share* was $2.53 in 2017, up 27.7% from 2016, exceeding our long-term financial target of 10-plus percent sustained growth in earnings per share.
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–
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Revenue growth:
Total revenues were $1.37 billion in 2017, up 16.7% from 2016. Adjusted total revenues* were $1.30 billion, up 11.1% from 2016. Net interest income was $1.02 billion, up 13.8% for the year, exceeding our 2017 earnings guidance of 8% - 10% growth due in part to net interest margin expansion associated with increases in the Federal Funds rate, while deposit rates remained relatively stable. Non-interest income was $345.3 million in 2017, up $72.1 million from 2016 driven by the $75 million Cabela’s Transaction Fee. Adjusted non-interest income* increased $5.5 million or 2.1% from 2016, in line with our 2017 earnings guidance of 2% - 4% growth.
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–
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Profitability:
Return on average assets was 0.89% in 2017 compared to 0.84% in 2016. Adjusted return on average assets* increased to 1.04% in 2017, compared to 0.88% in 2016, resulting in the achievement of one of our long-term targets of 1-plus percent return on average assets.
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–
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Efficiency:
Non-interest expense was $821.3 million in 2017, up 8.7% from 2016. Adjusted non-interest expense* was $777.3 million in 2017, up 6.1% from 2016. Our reported growth in non-interest expense of 8.7% exceeded our 2017 earnings guidance of 2% - 4% growth driven by the third quarter balance sheet restructuring actions which increased non-interest expense by $31.9 million or 4.2% of 2016 reported non-interest expense. Meanwhile, our continued focus on expense management helped us achieve our long-term financial goal of an adjusted efficiency ratio below 60 percent. The efficiency ratio was 59.95% in 2017. The adjusted efficiency ratio was 59.87% in 2017, improved from 62.67% in 2016.
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–
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Loan portfolio growth and diversification:
Total average loans were $24.40 billion in 2017, up $1.28 billion or 5.5% from 2016, in line with our 2017 guidance of 5% - 7% growth. Additionally, we continued to diversify the loan portfolio. Commercial and industrial loans now represent 49% of total loans, and consumer loans have increased to 24% of total loans while commercial real estate loans have declined to less than 28% of total loans.
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–
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Deposit growth:
Total average deposits were $25.37 billion, up $1.49 billion or 6.3% from 2016, in line with our 2017 guidance of 5% - 7% growth. We continued to enhance the mix of our deposits, with average core transaction deposit accounts* continuing to grow, posting a $1.36 billion or 7.9% increase for the year, and including a $390.3 million or 6.3% increase in average core transaction non-interest bearing deposits*.
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–
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Credit quality:
Credit quality continued to improve. The non-performing assets ratio ended the year at 0.53%, a 21 basis point improvement from 2016. The net charge-off ratio was 0.29% for the year, compared to 0.12% in 2016. Excluding the impact from the third quarter 2017 balance sheet restructuring actions (transfers to held-for-sale), the adjusted net charge-off ratio* was 0.15% in 2017, in line with our 2017 guidance of 15 - 20 basis points in net charge-offs for the year.
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–
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Capital management:
Our capital ratios continue to be well above regulatory requirements. The common equity Tier 1 ratio ended the year at 9.99%, up from 9.96% in 2016, and the Tier 1 capital ratio ended the year at 10.38%, up from 10.07% a year ago. Return on average common equity was 9.32% in 2017, compared to 8.41% in 2016. The adjusted return on average common equity* was 10.86% in 2017, up from 8.82% in 2016. Additionally, the return on average tangible common equity* was 9.58% in 2017, up from 8.52% in 2016. Adjusted return on average tangible common equity* was 11.14% in 2017, up from 8.92% in 2016. In 2017, we returned $244.5 million in capital to common shareholders. Repurchases for the year totaled $175.1 million, and we paid $69.4 million in common stock dividends, including a 25% increase in the quarterly dividend to $0.15 per share in the first quarter. While we continued to return capital to shareholders, we also continued to grow tangible book value* in 2017 to $23.27 per common share, an increase of 4.3% over the prior year.
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Table 1 – Bank Divisions
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State(s)
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CB&T Bank of East Alabama
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Alabama
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Community Bank & Trust of Southeast Alabama
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Alabama
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The Bank of Tuscaloosa
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Alabama
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Sterling Bank
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Alabama
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First Commercial Bank of Huntsville
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Alabama
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First Commercial Bank
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Alabama
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The First Bank of Jasper
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Alabama
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Tallahassee State Bank
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Florida
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Coastal Bank and Trust of Florida
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Florida
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First Coast Community Bank
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Florida
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Synovus Bank
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Florida
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Synovus Bank of Jacksonville
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Florida
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Columbus Bank and Trust Company
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Georgia
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Commercial Bank
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Georgia
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Commercial Bank & Trust Company of Troup County
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Georgia
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SB&T Bank
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Georgia
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The Coastal Bank of Georgia
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Georgia
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First State Bank and Trust Company of Valdosta
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Georgia
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First Community Bank of Tifton
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Georgia
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CB&T Bank of Middle Georgia
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Georgia
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Sea Island Bank
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Georgia
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Citizens First Bank
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Georgia
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AFB&T
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Georgia
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Bank of North Georgia
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Georgia
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Georgia Bank & Trust
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Georgia
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NBSC
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South Carolina
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The Bank of Nashville
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Tennessee
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Cohutta Banking Company
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Tennessee and Georgia
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Table 2 – Bank Branch Locations
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Branches
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Georgia
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116
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Alabama
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37
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South Carolina
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38
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Florida
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48
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Tennessee
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11
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Total
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250
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•
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Synovus Securities, headquartered in Columbus, Georgia, which specializes in professional portfolio management for fixed-income securities, investment banking, the execution of securities transactions as a broker/dealer, asset management and financial planning services, and the provision of individual investment advice on equity and other securities;
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•
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Synovus Trust, headquartered in Columbus, Georgia, which provides trust services; and
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•
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Synovus Mortgage, headquartered in Birmingham, Alabama, which offers mortgage services.
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Table 3 – Loans by Type
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2017
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2016
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||||||||||
(dollars in thousands)
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Total Loans*
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%
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Total Loans*
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%
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||||||
Investment properties
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$
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5,670,065
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22.9
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%
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$
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5,869,261
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24.6
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%
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1-4 family properties
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781,619
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3.1
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888,553
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3.7
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Land and development
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483,604
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2.0
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616,298
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2.6
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Total commercial real estate
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6,935,288
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28.0
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7,374,112
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30.9
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Commercial, financial, and agricultural
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7,179,487
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29.0
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6,909,036
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29.0
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Owner-occupied
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4,844,163
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19.5
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4,634,770
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19.4
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Total commercial and industrial
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12,023,650
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48.5
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11,543,806
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48.4
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Home equity lines
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1,514,227
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6.1
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1,617,265
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6.8
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Consumer mortgages
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2,633,503
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10.6
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2,296,604
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9.6
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Credit cards
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232,676
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0.9
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232,413
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1.0
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Other consumer loans
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1,473,451
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5.9
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818,182
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3.3
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Total consumer
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5,853,857
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23.5
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4,964,464
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20.7
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||
Deferred fees and costs, net
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(25,331
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)
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nm
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(25,991
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)
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nm
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||
Total loans, net of deferred fees and costs
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$
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24,787,464
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100.0
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%
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$
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23,856,391
|
|
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100.0
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%
|
|
|
|
|
|
|
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•
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our net income available to shareholders for the past four quarters, net of dividends previously paid during that period, is not sufficient to fully fund the dividends;
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•
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our prospective rate of earnings retention is not consistent with our capital needs and overall current and prospective financial condition; or
|
•
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we will not meet, or are in danger of not meeting, the minimum regulatory capital adequacy ratios.
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•
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the ratio of Tier 1 capital to adjusted total assets is less than 6 percent;
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•
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4.5 percent CET1 to risk-weighted assets.
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•
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6.0 percent Tier 1 Capital to risk-weighted assets.
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•
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8.0 percent Total Capital to risk-weighted assets.
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•
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4.0 percent Tier 1 leverage ratio to average consolidated assets.
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Table 4 – Capital Ratios as of December 31, 2017
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||||||||||||||
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Regulatory Minimums
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Regulatory Minimums to be Well-Capitalized
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|
Regulatory Minimums Plus Capital Conservation Buffer
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Synovus
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Synovus Bank
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|||||
CET1
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4.5
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%
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6.5
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%
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5.75
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%
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9.99
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%
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11.43
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%
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Tier 1 risk-based capital ratio
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6.0
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|
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8.0
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7.25
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|
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10.38
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11.43
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Total risk-based capital ratio
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8.0
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10.0
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9.25
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12.23
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12.33
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Leverage ratio
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4.0
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5.0
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N/A
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9.19
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10.12
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•
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Well Capitalized - A well-capitalized insured depository institution is one (1) having a total risk-based capital ratio of 10 percent or greater, (2) having a Tier 1 risk-based capital ratio of 8 percent or greater, (3) having a CET1 capital ratio of 6.5 percent or greater, (4) having a leverage capital ratio of 5 percent or greater and (5) that is not subject to any order or written directive to meet and maintain a specific capital level for any capital measure.
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•
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Adequately Capitalized - An adequately-capitalized depository institution is one having (1) a total risk-based capital ratio of 8 percent or more, (2) a Tier 1 capital ratio of 6 percent or more, (3) a CET1 capital ratio of 4.5 percent or more, and (4) a leverage ratio of 4 percent or more.
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•
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Undercapitalized - An undercapitalized depository institution is one having (1) a total capital ratio of less than 8 percent, (2) a Tier 1 capital ratio of less than 6 percent, (3) a CET1 capital ratio of less than 4.5 percent, or (4) a leverage ratio of less than 4 percent.
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•
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Significantly Undercapitalized - A significantly undercapitalized institution is one having (1) a total risk-based capital ratio of less than 6 percent (2) a Tier 1 capital ratio of less than 4 percent, (3) a CET1 ratio of less than 3 percent or (4) a leverage capital ratio of less than 3 percent.
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•
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Critically Undercapitalized - A critically undercapitalized institution is one having a ratio of tangible equity to total assets that is equal to or less than 2 percent.
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•
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Creation of the CFPB with centralized authority, including rulemaking, examination and enforcement authority, for consumer protection in the banking industry.
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•
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New limitations on federal preemption.
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•
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New prohibitions and restrictions on the ability of a banking entity to engage in proprietary trading and have certain interests in, or relationships with, a hedge fund or private equity fund (known as the "Volcker Rule").
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•
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Application of new regulatory capital requirements, including changes to leverage and risk-based capital standards and changes to the components of permissible tiered capital.
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•
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Requirement that the company and its subsidiary banks be well capitalized and well managed in order to engage in activities permitted for financial holding companies.
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•
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Changes to the assessment base for deposit insurance premiums.
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•
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Permanently raising the FDIC's standard maximum insurance amount to $250,000.
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•
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Repeal of the prohibition on the payment of interest on demand deposits, thereby permitting depository institutions to pay interest on business transaction and other accounts.
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•
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Restrictions on compensation, including a prohibition on incentive-based compensation arrangements that encourage inappropriate risk by taking covered financial institutions and are deemed to be excessive, or that may lead to material losses.
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•
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Requirement that sponsors of asset-backed securities retain a percentage of the credit risk underlying the securities.
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•
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Requirement that banking regulators remove references to and requirements of reliance upon credit ratings from their regulations and replace them with appropriate alternatives for evaluating creditworthiness.
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•
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the federal Truth-In-Lending Act and Regulation Z, governing disclosures of credit terms to consumer borrowers;
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•
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the Real Estate Settlement Procedures Act and Regulation X, providing for certain practices and disclosures in residential real estate lending (including disclosures integrated with those required by Regulation Z);
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•
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the Home Mortgage Disclosure Act and Regulation C, requiring financial institutions to provide information to enable the public and public officials to determine whether a financial institution is fulfilling its obligation to help meet the housing needs of the community it serves;
|
•
|
the Equal Credit Opportunity Act and Regulation B, on the basis of race, color, religion, national origin, sex, marital status, age or other prohibited factors in extending credit;
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•
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the Fair Credit Reporting Act and Regulation V, governing the use and provision of information to consumer reporting agencies;
|
•
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the Fair Debt Collection Practices Act, governing the manner in which consumer debts may be collected by collection agencies; and
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•
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the guidance of the various federal agencies charged with the responsibility of implementing such federal laws.
|
•
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the Truth in Savings Act and Regulation DD, which requires disclosure of deposit terms to consumers;
|
•
|
Regulation CC, which relates to the availability of deposit funds to consumers;
|
•
|
the Right to Financial Privacy Act, which imposes a duty to maintain the confidentiality of consumer financial records and prescribes procedures for complying with administrative subpoenas of financial records; and
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•
|
the Electronic Funds Transfer Act and Regulation E, which governs automatic deposits to and withdrawals from deposit accounts and customers' rights and liabilities arising from the use of automated teller machines and other electronic banking services, as well as electronic transfers initiated by consumers in the U.S. to recipients in foreign countries.
|
•
|
total reported loans for construction, land development and other land represent 100 percent or more of the institutions total capital, or
|
•
|
total commercial real estate loans represent 300 percent or more of the institution's total capital, and the outstanding balance of the institution's commercial real estate loan portfolio has increased by 50 percent or more during the prior 36 months.
|
•
|
Creation of the CFPB with centralized authority, including examination and enforcement authority, for consumer protection in the banking industry.
|
•
|
Limitations on federal preemption.
|
•
|
Prohibitions and restrictions on the ability of a banking entity and nonbank financial company to engage in proprietary trading and have certain interests in, or relationships with, a hedge fund or private equity fund (the “Volcker Rule”).
|
•
|
Application of new regulatory capital requirements, including changes to leverage and risk-based capital standards and changes to the components of permissible tiered capital.
|
•
|
Requirement that the company and its subsidiary bank be well capitalized and well managed in order to engage in activities permitted for financial holding companies.
|
•
|
Changes to the assessment base for deposit insurance premiums.
|
•
|
Permanently raising the FDIC's standard maximum deposit insurance amount to a $250,000 limit for federal deposit insurance.
|
•
|
Repeal of the prohibition on the payment of interest on demand deposits, thereby permitting depository institutions to pay interest on business transaction and other accounts.
|
•
|
Restrictions on compensation, including a prohibition on incentive-based compensation arrangements that encourage inappropriate risk taking by covered financial institutions and are deemed to be excessive, or that may lead to material losses.
|
•
|
Requirement that sponsors of asset-backed securities retain a percentage of the credit risk of the assets underlying the securities.
|
•
|
Requirement that banking regulators remove references to and requirements of reliance upon credit ratings from their regulations and replace them with appropriate alternatives for evaluating credit worthiness.
|
•
|
Rules pertaining to a mortgage borrower’s ability to repay, mortgage loan originator compensation and qualifications, and integrated mortgage disclosure rules that will replace and combine certain existing requirements under the Truth in Lending Act and the Real Estate Settlement Procedures Act, among other requirements affecting the mortgage origination and secondary marketing of mortgages.
|
Table 6 – Stock Price Information
|
|
|
|
||||
High
|
|
Low
|
|||||
2017
|
|
|
|
||||
Quarter ended December 31, 2017
|
$
|
51.09
|
|
|
$
|
44.60
|
|
Quarter ended September 30, 2017
|
46.42
|
|
|
40.27
|
|
||
Quarter ended June 30, 2017
|
44.76
|
|
|
39.09
|
|
||
Quarter ended March 31, 2017
|
44.09
|
|
|
37.95
|
|
||
|
|
|
|
||||
2016
|
|
|
|
||||
Quarter ended December 31, 2016
|
$
|
41.83
|
|
|
$
|
31.41
|
|
Quarter ended September 30, 2016
|
33.59
|
|
|
27.26
|
|
||
Quarter ended June 30, 2016
|
32.55
|
|
|
27.61
|
|
||
Quarter ended March 31, 2016
|
32.01
|
|
|
25.48
|
|
||
|
|
|
|
Table 7 – Dividends
|
|
|
|
||
Date Paid to Shareholders
|
|
Per Share Amount
|
|||
2017
|
|
|
|
||
Quarter ended December 31, 2017
|
January 2, 2018
|
|
$
|
0.15
|
|
Quarter ended September 30, 2017
|
October 2, 2017
|
|
0.15
|
|
|
Quarter ended June 30, 2017
|
July 3, 2017
|
|
0.15
|
|
|
Quarter ended March 31, 2017
|
April 3, 2017
|
|
0.15
|
|
|
|
|
|
|
||
2016
|
|
|
|
||
Quarter ended December 31, 2016
|
January 2, 2017
|
|
$
|
0.12
|
|
Quarter ended September 30, 2016
|
October 3, 2016
|
|
0.12
|
|
|
Quarter ended June 30, 2016
|
July 1, 2016
|
|
0.12
|
|
|
Quarter ended March 31, 2016
|
April 1, 2016
|
|
0.12
|
|
|
|
|
|
|
Table 8 - Stock Performance
|
||||||||||||||||||||||||
|
|
2012
|
|
2013
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
||||||||||||
Synovus
|
|
$
|
100
|
|
|
$
|
144.77
|
|
|
$
|
157.57
|
|
|
$
|
191.01
|
|
|
$
|
245.92
|
|
|
$
|
290.88
|
|
Standard & Poor's 500 Index
|
|
100
|
|
|
129.60
|
|
|
144.36
|
|
|
143.31
|
|
|
156.98
|
|
|
187.47
|
|
||||||
KBW Regional Bank Index
|
|
100
|
|
|
154.19
|
|
|
154.50
|
|
|
159.85
|
|
|
216.87
|
|
|
216.21
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
Table 9 - Share Repurchases
|
|
Total Number of Shares Repurchased
|
|
Average Price Paid per Share
(1)
|
|
Total Number
of Shares Repurchased as
Part of
Publicly Announced
Plans or Programs
|
|
Maximum Approximate
Dollar Value
of Shares
that May Yet Be
Purchased Under the
Plans or Programs
|
|
||||||
(in thousands, except per share data)
|
|
|
|
|
|||||||||||
October 2017
|
|
66,000
|
|
|
$
|
46.95
|
|
|
66,000
|
|
|
$
|
61,051,035
|
|
|
November 2017
|
|
386,800
|
|
|
46.38
|
|
|
386,800
|
|
|
43,111,251
|
|
|
||
December 2017
|
|
368,840
|
|
|
49.10
|
|
|
368,840
|
|
|
—
|
|
|
||
Total
|
|
821,640
|
|
|
$
|
47.65
|
|
|
821,640
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
Table 10 - Selected Financial Data
|
Years Ended December 31,
|
|||||||||||||||||||
(in thousands, except per share data)
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
||||||||||
Income Statement
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenues
|
$
|
1,368,636
|
|
|
$
|
1,172,375
|
|
|
$
|
1,095,238
|
|
|
$
|
1,081,388
|
|
|
$
|
1,063,763
|
|
|
Net interest income
|
1,023,309
|
|
|
899,180
|
|
|
827,318
|
|
|
819,284
|
|
|
810,192
|
|
|
|||||
Provision for loan losses
|
67,185
|
|
|
28,000
|
|
|
19,010
|
|
|
33,831
|
|
|
69,598
|
|
|
|||||
Non-interest income
|
345,327
|
|
|
273,194
|
|
|
267,920
|
|
|
262,104
|
|
|
253,571
|
|
|
|||||
Non-interest expense
|
821,313
|
|
|
755,923
|
|
|
717,655
|
|
|
744,998
|
|
|
741,537
|
|
|
|||||
Net income
|
275,474
|
|
|
246,784
|
|
|
226,082
|
|
|
195,249
|
|
|
159,383
|
|
|
|||||
Dividends and accretion of discount on preferred stock
|
10,238
|
|
|
10,238
|
|
|
10,238
|
|
|
10,238
|
|
|
40,830
|
|
|
|||||
Net income available to common shareholders
|
265,236
|
|
|
236,546
|
|
|
215,844
|
|
|
185,011
|
|
|
118,553
|
|
|
|||||
Per share data
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income per common share, basic
|
2.19
|
|
|
1.90
|
|
|
1.63
|
|
|
1.34
|
|
|
0.93
|
|
|
|||||
Net income per common share, diluted
|
2.17
|
|
|
1.89
|
|
|
1.62
|
|
|
1.33
|
|
|
0.88
|
|
|
|||||
Cash dividends declared per common share
|
0.60
|
|
|
0.48
|
|
|
0.42
|
|
|
0.31
|
|
|
0.28
|
|
|
|||||
Book value per common share
|
23.85
|
|
|
22.92
|
|
|
22.19
|
|
|
21.42
|
|
|
20.32
|
|
|
|||||
Balance Sheet
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Investment securities available for sale
|
3,987,069
|
|
|
3,718,195
|
|
|
3,587,818
|
|
|
3,041,406
|
|
|
3,199,358
|
|
|
|||||
Loans, net of deferred fees and costs
|
24,787,464
|
|
|
23,856,391
|
|
|
22,429,565
|
|
|
21,097,699
|
|
|
20,057,798
|
|
|
|||||
Total assets
|
31,221,837
|
|
|
30,104,002
|
|
|
28,792,653
|
|
|
27,050,237
|
|
|
26,200,205
|
|
|
|||||
Deposits
|
26,147,900
|
|
|
24,648,060
|
|
|
23,242,661
|
|
|
21,531,700
|
|
|
20,876,790
|
|
|
|||||
Long-term debt
|
1,706,138
|
|
|
2,160,881
|
|
|
2,186,893
|
|
|
2,139,325
|
|
|
2,031,742
|
|
|
|||||
Total shareholders’ equity
|
2,961,566
|
|
|
2,927,924
|
|
|
3,000,196
|
|
|
3,041,270
|
|
|
2,948,985
|
|
|
|||||
Performance ratios and other data
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Return on average assets
|
0.89
|
%
|
|
0.84
|
%
|
|
0.80
|
%
|
|
0.74
|
%
|
|
0.61
|
%
|
|
|||||
Return on average equity
|
9.27
|
|
|
8.40
|
|
|
7.49
|
|
|
6.45
|
|
|
4.84
|
|
|
|||||
Net interest margin
|
3.55
|
|
|
3.27
|
|
|
3.19
|
|
|
3.38
|
|
|
3.40
|
|
|
|||||
Dividend payout ratio
(1)
|
27.60
|
|
|
25.38
|
|
|
25.93
|
|
|
23.13
|
|
|
30.77
|
|
|
|||||
Total shareholders' equity to total assets ratio
|
9.49
|
|
|
9.73
|
|
|
10.42
|
|
|
11.24
|
|
|
11.25
|
|
|
|||||
Tangible common equity to tangible assets ratio
(2)
|
8.88
|
|
|
9.09
|
|
|
9.90
|
|
|
10.69
|
|
|
10.68
|
|
|
|||||
Weighted average common shares outstanding, basic
|
121,162
|
|
|
124,389
|
|
|
132,423
|
|
|
138,495
|
|
|
127,495
|
|
|
|||||
Weighted average common shares outstanding, diluted
|
122,012
|
|
|
125,078
|
|
|
133,201
|
|
|
139,154
|
|
|
134,226
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
•
|
Average loan growth of 4% to 6%
|
•
|
Average total deposits growth of 4% to 6%
|
•
|
Net interest income growth of 11% to 13%
(1)
|
•
|
Adjusted non-interest income
(2)
growth of 4% to 6%
|
•
|
Total non-interest expense growth of 0% to 3%
|
•
|
Effective income tax rate of 23% to 24%
|
•
|
Net charge-off ratio of 15 to 25 b.p.s
|
•
|
Common share repurchases of up to $150 million
|
Table 11 - Consolidated Financial Highlights
|
|
|
|||||||||
|
|
Years Ended December 31,
|
|||||||||
(dollars in thousands, except per share data)
|
|
2017
|
|
2016
|
|
Change
|
|||||
Net interest income
|
|
$
|
1,023,309
|
|
|
$
|
899,180
|
|
|
13.8
|
%
|
Provision for loan losses
|
|
67,185
|
|
|
28,000
|
|
|
139.9
|
|
||
Non-interest income
|
|
345,327
|
|
|
273,194
|
|
|
26.4
|
|
||
Adjusted non-interest income
(1)
|
|
273,709
|
|
|
268,209
|
|
|
2.1
|
|
||
Total revenues
|
|
1,368,636
|
|
|
1,172,374
|
|
|
16.7
|
|
||
Adjusted total revenues
(1)
|
|
1,298,142
|
|
|
1,168,674
|
|
|
11.1
|
|
||
Non-interest expense
|
|
821,313
|
|
|
755,923
|
|
|
8.7
|
|
||
Adjusted non-interest expense
(1)
|
|
777,260
|
|
|
732,458
|
|
|
6.1
|
|
||
Income before income taxes
|
|
480,138
|
|
|
388,451
|
|
|
23.6
|
|
||
Net income
|
|
275,474
|
|
|
246,784
|
|
|
11.6
|
|
||
Net income available to common shareholders
|
|
265,236
|
|
|
236,546
|
|
|
12.1
|
|
||
Net income per common share, basic
|
|
2.19
|
|
|
1.90
|
|
|
15.1
|
|
||
Net income per common share, diluted
|
|
2.17
|
|
|
1.89
|
|
|
14.9
|
|
||
Adjusted net income per common share, diluted
(1)
|
|
2.53
|
|
|
1.98
|
|
|
27.7
|
|
||
Return on average common equity
|
|
9.32
|
%
|
|
8.41
|
%
|
|
91
|
bps
|
||
Adjusted return on average common equity
(1)
|
|
10.86
|
|
|
8.82
|
|
|
204
|
|
||
Adjusted return on average tangible common equity
(1)
|
|
11.14
|
|
|
8.92
|
|
|
222
|
|
||
Return on average assets
|
|
0.89
|
|
|
0.84
|
|
|
5
|
|
||
Adjusted return on average assets
(1)
|
|
1.04
|
|
|
0.88
|
|
|
16
|
|
||
Efficiency ratio
|
|
59.95
|
|
|
64.74
|
|
|
(479
|
)
|
||
Adjusted efficiency ratio
(1)
|
|
59.87
|
|
|
62.67
|
|
|
(280
|
)
|
||
|
|
|
|
|
|
|
|||||
|
|
As Of and For The Years Ended December 31,
|
|||||||||
|
|
2017
|
|
2016
|
|
Change
|
|||||
Loans, net of deferred fees and costs
|
|
$
|
24,787,464
|
|
|
$
|
23,856,391
|
|
|
3.9
|
%
|
Total deposits
|
|
26,147,900
|
|
|
24,648,060
|
|
|
6.1
|
|
||
Total average deposits
|
|
25,374,388
|
|
|
23,880,021
|
|
|
6.3
|
|
||
Average core deposits
(1)
|
|
23,750,007
|
|
|
22,573,804
|
|
|
5.2
|
|
||
Average core transaction deposit accounts
(1)
|
|
18,490,056
|
|
|
17,133,511
|
|
|
7.9
|
|
||
|
|
|
|
|
|
|
|||||
Net interest margin
|
|
3.55
|
%
|
|
3.27
|
%
|
|
28
|
bps
|
||
Non-performing assets ratio
|
|
0.53
|
|
|
0.74
|
|
|
(21
|
)
|
||
Non-performing loans ratio
|
|
0.47
|
|
|
0.64
|
|
|
(17
|
)
|
||
Past due loans over 90 days
|
|
0.02
|
|
|
0.01
|
|
|
1
|
|
||
Net charge-off ratio
|
|
0.29
|
|
|
0.12
|
|
|
17
|
|
||
Adjusted net charge-off ratio
(1)
|
|
0.15
|
|
|
0.12
|
|
|
3
|
|
||
|
|
|
|
|
|
|
|||||
Common equity Tier 1 capital (transitional)
|
|
$
|
2,763,168
|
|
|
$
|
2,654,287
|
|
|
4.1
|
%
|
Tier 1 capital
|
|
2,872,001
|
|
|
2,685,880
|
|
|
6.9
|
|
||
Total risk-based capital
|
|
3,383,081
|
|
|
3,201,268
|
|
|
5.7
|
|
||
Common equity Tier 1 capital ratio (transitional)
|
|
9.99
|
%
|
|
9.96
|
%
|
|
3
|
bps
|
||
Tier 1 capital ratio
|
|
10.38
|
|
|
10.07
|
|
|
31
|
|
||
Total risk-based capital ratio
|
|
12.23
|
|
|
12.01
|
|
|
22
|
|
||
Total shareholders’ equity to total assets ratio
|
|
9.49
|
|
|
9.73
|
|
|
(24
|
)
|
||
Tangible common equity to tangible assets ratio
(1)
|
|
8.88
|
|
|
9.09
|
|
|
(21
|
)
|
||
|
|
|
|
|
|
|
Table 12 - Investment Securities Available for Sale
|
December 31,
|
|||||||
(in thousands)
|
2017
|
|
2016
|
|||||
U.S. Treasury securities
|
$
|
82,674
|
|
|
$
|
107,802
|
|
|
U.S. Government agency securities
|
10,862
|
|
|
12,993
|
|
|||
Mortgage-backed securities issued by U.S. Government agencies
|
120,440
|
|
|
174,202
|
|
|||
Mortgage-backed securities issued by U.S. Government sponsored enterprises
|
2,640,523
|
|
|
2,506,340
|
|
|||
Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises
|
1,111,999
|
|
|
890,442
|
|
|||
State and municipal securities
|
180
|
|
|
2,794
|
|
|||
Equity securities
|
—
|
|
|
3,782
|
|
|||
Corporate debt and other securities
|
20,391
|
|
|
19,840
|
|
|||
Investment securities available for sale
|
$
|
3,987,069
|
|
|
$
|
3,718,195
|
|
|
|
|
|
|
Table 14 - Loans by Portfolio Class
|
||||||||||||||
|
|
December 31,
|
||||||||||||
|
|
2017
|
|
2016
|
||||||||||
(dollars in thousands)
|
|
Total Loans
|
|
%*
|
|
Total Loans
|
|
%*
|
||||||
Investment properties
|
|
$
|
5,670,065
|
|
|
22.9
|
%
|
|
$
|
5,869,261
|
|
|
24.6
|
%
|
1-4 family properties
|
|
781,619
|
|
|
3.1
|
|
|
888,553
|
|
|
3.7
|
|
||
Land and development
|
|
483,604
|
|
|
2.0
|
|
|
616,298
|
|
|
2.6
|
|
||
Total commercial real estate
|
|
6,935,288
|
|
|
28.0
|
|
|
7,374,112
|
|
|
30.9
|
|
||
Commercial, financial, and agricultural
|
|
7,179,487
|
|
|
29.0
|
|
|
6,909,036
|
|
|
29.0
|
|
||
Owner-occupied
|
|
4,844,163
|
|
|
19.5
|
|
|
4,634,770
|
|
|
19.4
|
|
||
Total commercial and industrial
|
|
12,023,650
|
|
|
48.5
|
|
|
11,543,806
|
|
|
48.4
|
|
||
Home equity lines
|
|
1,514,227
|
|
|
6.1
|
|
|
1,617,265
|
|
|
6.8
|
|
||
Consumer mortgages
|
|
2,633,503
|
|
|
10.6
|
|
|
2,296,604
|
|
|
9.6
|
|
||
Credit cards
|
|
232,676
|
|
|
0.9
|
|
|
232,413
|
|
|
1.0
|
|
||
Other consumer loans
|
|
1,473,451
|
|
|
5.9
|
|
|
818,182
|
|
|
3.3
|
|
||
Total consumer loans
|
|
5,853,857
|
|
|
23.5
|
|
|
4,964,464
|
|
|
20.7
|
|
||
Deferred fees and costs, net
|
|
(25,331
|
)
|
|
nm
|
|
|
(25,991
|
)
|
|
nm
|
|
||
Total loans, net of deferred fees and costs
|
|
$
|
24,787,464
|
|
|
100.0
|
%
|
|
$
|
23,856,391
|
|
|
100.0
|
%
|
|
|
|
|
|
|
|
|
|
Table 18 - Composition of Average Deposits
|
|||||||||||||
|
2017
|
|
2016
|
||||||||||
(dollars in thousands)
|
Amount
|
|
%
(1)
|
|
Amount
|
|
%
(1)
|
||||||
Non-interest bearing demand deposits
|
$
|
7,351,015
|
|
|
29.0
|
%
|
|
$
|
7,017,168
|
|
|
29.4
|
%
|
Interest bearing demand deposits
|
4,867,029
|
|
|
19.2
|
|
|
4,299,026
|
|
|
18.0
|
|
||
Money market accounts, excluding brokered deposits
|
7,474,200
|
|
|
29.4
|
|
|
7,191,715
|
|
|
30.1
|
|
||
Savings deposits
|
830,317
|
|
|
3.3
|
|
|
794,096
|
|
|
3.3
|
|
||
Time deposits, excluding brokered deposits
|
3,227,446
|
|
|
12.7
|
|
|
3,271,798
|
|
|
13.7
|
|
||
Brokered deposits
|
1,624,381
|
|
|
6.4
|
|
|
1,306,217
|
|
|
5.5
|
|
||
Total average deposits
|
$
|
25,374,388
|
|
|
100.0
|
%
|
|
$
|
23,880,021
|
|
|
100.0
|
%
|
Average core deposits
(2)
|
$
|
23,750,007
|
|
|
93.6
|
%
|
|
$
|
22,573,804
|
|
|
94.5
|
%
|
Average core transaction deposit accounts
(2)
|
$
|
18,490,056
|
|
|
72.9
|
%
|
|
$
|
17,133,511
|
|
|
71.7
|
%
|
|
|
|
|
|
|
|
|
Table 20 - Net Interest Income
|
|
|
||||||||||
|
|
Years Ended December 31,
|
||||||||||
(in thousands)
|
|
2017
|
|
2016
|
|
2015
|
||||||
Interest income
|
|
$
|
1,162,497
|
|
|
$
|
1,022,803
|
|
|
$
|
945,962
|
|
Taxable-equivalent adjustment
|
|
1,124
|
|
|
1,285
|
|
|
1,304
|
|
|||
Interest income, taxable-equivalent
|
|
1,163,621
|
|
|
1,024,088
|
|
|
947,266
|
|
|||
Interest expense
|
|
139,188
|
|
|
123,623
|
|
|
118,644
|
|
|||
Net interest income, taxable-equivalent
|
|
$
|
1,024,433
|
|
|
$
|
900,465
|
|
|
$
|
828,622
|
|
|
|
|
|
|
|
|
(1)
|
Average loans are shown net of deferred fees and costs. Non-performing loans are included.
|
(2)
|
Interest income includes net loan fees as follows:
2017
— $32.4 million,
2016
— $30.8 million, and
2015
— $30.5
million.
|
(3)
|
Reflects taxable-equivalent adjustments, using the statutory federal tax rate of 35%, adjusting interest on tax-exempt loans and investment securities to a taxable-equivalent basis.
|
(4)
|
Includes average net unrealized (losses)/gains on investment securities available for sale of $(34.4) million, $30.1 million, and $19.7 million for the years ended
December 31, 2017
,
2016
, and
2015
, respectively.
|
Table 22 - Rate/Volume Analysis
|
2017 Compared to 2016
Change Due to
(1)
|
|
2016 Compared to 2015
Change Due to
(1)
|
||||||||||||||||||||
(in thousands)
|
Volume
|
|
Yield/Rate
|
|
Net Change
|
|
Volume
|
|
Yield/Rate
|
|
Net Change
|
||||||||||||
Interest earned on:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Taxable loans, net
|
$
|
53,002
|
|
|
$
|
67,281
|
|
|
$
|
120,283
|
|
|
$
|
63,628
|
|
|
$
|
3,203
|
|
|
$
|
66,831
|
|
Tax-exempt loans, net
(2)
|
(405
|
)
|
|
93
|
|
|
(312
|
)
|
|
48
|
|
|
(23
|
)
|
|
25
|
|
||||||
Taxable investment securities
|
5,457
|
|
|
9,872
|
|
|
15,329
|
|
|
5,533
|
|
|
2,834
|
|
|
8,367
|
|
||||||
Tax-exempt investment securities
(2)
|
(150
|
)
|
|
1
|
|
|
(149
|
)
|
|
(79
|
)
|
|
(3
|
)
|
|
(82
|
)
|
||||||
Trading account assets
|
17
|
|
|
33
|
|
|
50
|
|
|
(149
|
)
|
|
(63
|
)
|
|
(212
|
)
|
||||||
Interest earning deposits with banks
|
44
|
|
|
550
|
|
|
594
|
|
|
4
|
|
|
24
|
|
|
28
|
|
||||||
Due from Federal Reserve Bank
|
(1,388
|
)
|
|
3,502
|
|
|
2,114
|
|
|
(920
|
)
|
|
2,132
|
|
|
1,212
|
|
||||||
Federal funds sold and securities
purchased under resale agreements
|
(60
|
)
|
|
260
|
|
|
200
|
|
|
(1
|
)
|
|
122
|
|
|
121
|
|
||||||
FHLB and Federal Reserve Bank stock
|
3,594
|
|
|
(1,450
|
)
|
|
2,144
|
|
|
621
|
|
|
(189
|
)
|
|
432
|
|
||||||
Mortgage loans held for sale
|
(920
|
)
|
|
200
|
|
|
(720
|
)
|
|
243
|
|
|
(143
|
)
|
|
100
|
|
||||||
Total interest income
|
59,191
|
|
|
80,342
|
|
|
139,533
|
|
|
68,928
|
|
|
7,894
|
|
|
76,822
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest paid on:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest bearing demand deposits
|
966
|
|
|
3,755
|
|
|
4,721
|
|
|
630
|
|
|
(549
|
)
|
|
81
|
|
||||||
Money market accounts
|
1,023
|
|
|
3,764
|
|
|
4,787
|
|
|
2,784
|
|
|
(2,989
|
)
|
|
(205
|
)
|
||||||
Savings deposits
|
29
|
|
|
(212
|
)
|
|
(183
|
)
|
|
71
|
|
|
194
|
|
|
265
|
|
||||||
Time deposits
|
1,744
|
|
|
6,050
|
|
|
7,794
|
|
|
(3,678
|
)
|
|
2,209
|
|
|
(1,469
|
)
|
||||||
Federal funds purchased and securities sold under
repurchase agreements
|
(29
|
)
|
|
27
|
|
|
(2
|
)
|
|
9
|
|
|
23
|
|
|
32
|
|
||||||
Long-term debt
|
(5,274
|
)
|
|
3,722
|
|
|
(1,552
|
)
|
|
3,046
|
|
|
3,229
|
|
|
6,275
|
|
||||||
Total interest expense
|
(1,541
|
)
|
|
17,106
|
|
|
15,565
|
|
|
2,862
|
|
|
2,117
|
|
|
4,979
|
|
||||||
Net interest income
|
$
|
60,732
|
|
|
$
|
63,236
|
|
|
$
|
123,968
|
|
|
$
|
66,066
|
|
|
$
|
5,777
|
|
|
$
|
71,843
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
The change in interest due to both rate and volume has been allocated to the yield/rate component.
|
(2)
|
Reflects taxable-equivalent adjustments, using the statutory federal income tax rate of 35%, in adjusting interest on tax-exempt loans and investment securities to a taxable-equivalent basis.
|
Table 23 - Non-interest Income
|
||||||||||||
|
|
Years Ended December 31,
|
||||||||||
(in thousands)
|
|
2017
|
|
2016
|
|
2015
|
||||||
Service charges on deposit accounts
|
|
$
|
79,801
|
|
|
$
|
81,425
|
|
|
$
|
80,142
|
|
Fiduciary and asset management fees
|
|
50,485
|
|
|
46,594
|
|
|
45,928
|
|
|||
Brokerage revenue
|
|
29,705
|
|
|
27,028
|
|
|
27,855
|
|
|||
Mortgage banking income
|
|
22,798
|
|
|
24,259
|
|
|
24,096
|
|
|||
Bankcard fees
|
|
32,232
|
|
|
33,318
|
|
|
33,172
|
|
|||
Cabela's Transaction Fee
|
|
75,000
|
|
|
—
|
|
|
—
|
|
|||
Investment securities (losses) gains, net
|
|
(289
|
)
|
|
6,011
|
|
|
2,769
|
|
|||
Decrease in fair value of private equity investments, net
|
|
(3,093
|
)
|
|
(1,026
|
)
|
|
(219
|
)
|
|||
Other fee income
|
|
20,168
|
|
|
20,220
|
|
|
21,170
|
|
|||
Other non-interest income
|
|
38,520
|
|
|
35,365
|
|
|
33,007
|
|
|||
Total non-interest income
|
|
$
|
345,327
|
|
|
$
|
273,194
|
|
|
$
|
267,920
|
|
|
|
|
|
|
|
|
Table 24 - Non-interest Expense
|
|
|
||||||||||
|
|
Years Ended December 31,
|
||||||||||
(in thousands)
|
|
2017
|
|
2016
|
|
2015
|
||||||
Salaries and other personnel expense
|
|
$
|
433,321
|
|
|
$
|
402,026
|
|
|
$
|
380,918
|
|
Net occupancy and equipment expense
|
|
119,964
|
|
|
109,347
|
|
|
107,466
|
|
|||
Third-party processing expense
|
|
54,708
|
|
|
46,320
|
|
|
42,851
|
|
|||
FDIC insurance and other regulatory fees
|
|
27,011
|
|
|
26,714
|
|
|
27,091
|
|
|||
Professional fees
|
|
26,232
|
|
|
26,698
|
|
|
26,646
|
|
|||
Advertising expense
|
|
22,948
|
|
|
20,264
|
|
|
15,477
|
|
|||
Foreclosed real estate expense, net
|
|
12,540
|
|
|
12,838
|
|
|
22,803
|
|
|||
Loss on early extinguishment of debt, net
|
|
23,160
|
|
|
4,735
|
|
|
1,533
|
|
|||
Earnout liability adjustment
|
|
5,466
|
|
|
—
|
|
|
—
|
|
|||
Fair value adjustment to Visa derivative
|
|
—
|
|
|
5,795
|
|
|
1,464
|
|
|||
Restructuring charges, net
|
|
7,014
|
|
|
8,267
|
|
|
36
|
|
|||
Other operating expenses
|
|
88,949
|
|
|
92,919
|
|
|
91,370
|
|
|||
Total non-interest expense
|
|
$
|
821,313
|
|
|
$
|
755,923
|
|
|
$
|
717,655
|
|
|
|
|
|
|
|
|
Table 25 - Selected Credit Quality Metrics
|
|||||||||||||||||||
|
December 31,
|
||||||||||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
Non-performing loans
|
$
|
115,561
|
|
|
$
|
153,378
|
|
|
$
|
168,370
|
|
|
$
|
197,757
|
|
|
$
|
416,300
|
|
Impaired loans held for sale
|
11,278
|
|
|
—
|
|
|
—
|
|
|
3,607
|
|
|
10,685
|
|
|||||
Other real estate
|
3,758
|
|
|
22,308
|
|
|
47,030
|
|
|
85,472
|
|
|
112,629
|
|
|||||
Non-performing assets
|
$
|
130,597
|
|
|
$
|
175,686
|
|
|
$
|
215,400
|
|
|
$
|
286,836
|
|
|
$
|
539,614
|
|
Loans 90 days past due and still accruing
|
$
|
4,414
|
|
|
$
|
3,135
|
|
|
$
|
2,621
|
|
|
$
|
4,637
|
|
|
$
|
4,489
|
|
As a % of loans
|
0.02
|
%
|
|
0.01
|
%
|
|
0.01
|
%
|
|
0.02
|
%
|
|
0.02
|
%
|
|||||
Total past due loans and still accruing
|
$
|
52,031
|
|
|
$
|
65,106
|
|
|
$
|
47,912
|
|
|
$
|
51,251
|
|
|
$
|
72,600
|
|
As a % of loans
|
0.21
|
%
|
|
0.27
|
%
|
|
0.21
|
%
|
|
0.24
|
%
|
|
0.36
|
%
|
|||||
Accruing TDRs
|
$
|
151,271
|
|
|
$
|
195,776
|
|
|
$
|
223,873
|
|
|
$
|
348,427
|
|
|
$
|
556,410
|
|
Non-performing loans as a % of total loans
|
0.47
|
%
|
|
0.64
|
%
|
|
0.75
|
%
|
|
0.94
|
%
|
|
2.08
|
%
|
|||||
Non-performing assets as a % of total loans, other loans held for sale, and ORE
|
0.53
|
|
|
0.74
|
|
|
0.96
|
|
|
1.35
|
|
|
2.67
|
|
|||||
|
|
|
|
|
|
|
|
|
|
Table 27 - NPL Inflows by Portfolio Class
|
Years Ended December 31,
|
||||||
(in thousands)
|
2017
|
|
2016
|
||||
Investment properties
|
$
|
3,357
|
|
|
$
|
13,577
|
|
1-4 family properties
|
5,735
|
|
|
5,212
|
|
||
Land and development
|
4,923
|
|
|
5,016
|
|
||
Total commercial real estate
|
14,015
|
|
|
23,805
|
|
||
Commercial, financial, and agricultural
|
54,324
|
|
|
55,395
|
|
||
Owner-occupied
|
28,669
|
|
|
15,750
|
|
||
Total commercial and industrial
|
82,993
|
|
|
71,145
|
|
||
Consumer
|
25,889
|
|
|
28,501
|
|
||
Total NPL inflows
|
$
|
122,897
|
|
|
$
|
123,451
|
|
|
|
|
|
Table 34 – Capital Ratios
|
|
|
|
||||
(dollars in thousands)
|
December 31, 2017
|
|
December 31, 2016
|
||||
Common equity tier 1 capital (transitional)
|
|
|
|
||||
Synovus Financial Corp.
|
$
|
2,763,168
|
|
|
$
|
2,654,287
|
|
Synovus Bank
|
3,155,163
|
|
|
3,187,583
|
|
||
Tier 1 capital
|
|
|
|
||||
Synovus Financial Corp.
|
2,872,001
|
|
|
2,685,880
|
|
||
Synovus Bank
|
3,155,163
|
|
|
3,187,583
|
|
||
Total risk-based capital
|
|
|
|
||||
Synovus Financial Corp.
|
3,383,081
|
|
|
3,201,268
|
|
||
Synovus Bank
|
3,406,243
|
|
|
3,441,563
|
|
||
Common equity tier 1 capital ratio (transitional)
|
|
|
|
||||
Synovus Financial Corp.
|
9.99
|
%
|
|
9.96
|
%
|
||
Synovus Bank
|
11.43
|
|
|
11.97
|
|
||
Tier 1 capital ratio
|
|
|
|
||||
Synovus Financial Corp.
|
10.38
|
|
|
10.07
|
|
||
Synovus Bank
|
11.43
|
|
|
11.97
|
|
||
Total risk-based capital to risk-weighted assets ratio
|
|
|
|
||||
Synovus Financial Corp.
|
12.23
|
|
|
12.01
|
|
||
Synovus Bank
|
12.33
|
|
|
12.93
|
|
||
Leverage ratio
|
|
|
|
||||
Synovus Financial Corp.
|
9.19
|
|
|
8.99
|
|
||
Synovus Bank
|
10.12
|
|
|
10.68
|
|
||
Tangible common equity to tangible assets ratio
(1)
|
|
|
|
||||
Synovus Financial Corp.
|
8.88
|
|
|
9.09
|
|
||
|
|
|
|
Table 36 - Short-term Borrowings
|
|
|
|
|
|
|
||||||
(dollars in thousands)
|
|
2017
|
|
2016
|
|
2015
|
||||||
Balance at December 31,
|
|
$
|
161,190
|
|
|
$
|
159,699
|
|
|
$
|
177,025
|
|
Weighted average interest rate at December 31,
|
|
0.18
|
%
|
|
0.08
|
%
|
|
0.08
|
%
|
|||
Maximum month end balance during the year
|
|
$
|
225,475
|
|
|
$
|
286,175
|
|
|
$
|
250,453
|
|
Average amount outstanding during the year
|
|
184,093
|
|
|
216,593
|
|
|
205,305
|
|
|||
Weighted average interest rate during the year
|
|
0.11
|
%
|
|
0.09
|
%
|
|
0.08
|
%
|
|||
|
|
|
|
|
|
|
Table 38 - Reconciliation of Non-GAAP Financial Measures
|
|
|
|
|
|
||||||
|
Years Ended December 31,
|
||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2015
|
||||||
Adjusted Non-interest Income
|
|
|
|
|
|
||||||
Total non-interest income
|
$
|
345,327
|
|
|
$
|
273,194
|
|
|
$
|
267,920
|
|
Subtract: Cabela's Transaction Fee
|
(75,000
|
)
|
|
—
|
|
|
—
|
|
|||
Add/subtract: Investment securities losses (gains), net
|
289
|
|
|
(6,011
|
)
|
|
(2,769
|
)
|
|||
Add: Decrease in fair value of private equity investments, net
|
3,093
|
|
|
1,026
|
|
|
219
|
|
|||
Adjusted non-interest income
|
$
|
273,709
|
|
|
$
|
268,209
|
|
|
$
|
265,370
|
|
|
|
|
|
|
|
||||||
Adjusted Non-interest Expense
|
|
|
|
|
|
|
|||||
Total non-interest expense
|
$
|
821,313
|
|
|
$
|
755,923
|
|
|
$
|
717,655
|
|
Subtract: 3Q17 discounts to fair value for completed or planned ORE accelerated dispositions
|
(7,082
|
)
|
|
—
|
|
|
—
|
|
|||
Subtract: 3Q17 asset impairment charges related to accelerated disposition of corporate real estate and other properties
|
(1,168
|
)
|
|
—
|
|
|
—
|
|
|||
Subtract: Earnout liability adjustments
|
(3,759
|
)
|
|
—
|
|
|
—
|
|
|||
Subtract: Litigation settlement/contingency expense
|
(701
|
)
|
|
(2,511
|
)
|
|
(5,110
|
)
|
|||
Subtract: Restructuring charges, net
|
(7,014
|
)
|
|
(8,267
|
)
|
|
(36
|
)
|
|||
Subtract: Fair value adjustment to Visa derivative
|
—
|
|
|
(5,795
|
)
|
|
(1,464
|
)
|
|||
Subtract: Loss on early extinguishment of debt, net
|
(23,160
|
)
|
|
(4,735
|
)
|
|
(1,533
|
)
|
|||
Subtract: Merger-related expense
|
(110
|
)
|
|
(1,636
|
)
|
|
—
|
|
|||
Subtract: Amortization of intangibles
|
(1,059
|
)
|
|
(521
|
)
|
|
(503
|
)
|
|||
Adjusted non-interest expense
|
$
|
777,260
|
|
|
$
|
732,458
|
|
|
$
|
709,009
|
|
|
|
|
|
|
|
||||||
Adjusted Total Revenues and Adjusted Efficiency Ratio
|
|
|
|
|
|
||||||
Adjusted non-interest expense
|
$
|
777,260
|
|
|
$
|
732,458
|
|
|
$
|
709,009
|
|
Net interest income
|
1,023,309
|
|
|
899,180
|
|
|
827,318
|
|
|||
Add: Tax equivalent adjustment
|
1,124
|
|
|
1,285
|
|
|
1,304
|
|
|||
Total non-interest income
|
345,327
|
|
|
273,194
|
|
|
267,920
|
|
|||
Add/subtract: Investment securities losses (gains), net
|
289
|
|
|
(6,011
|
)
|
|
(2,769
|
)
|
|||
Total FTE revenues
|
$
|
1,370,049
|
|
|
$
|
1,167,648
|
|
|
$
|
1,093,773
|
|
Subtract: Cabela's Transaction Fee
|
(75,000
|
)
|
|
—
|
|
|
—
|
|
|||
Add: Decrease in fair value of private equity investments, net
|
3,093
|
|
|
1,026
|
|
|
219
|
|
|||
Adjusted total revenues
|
$
|
1,298,142
|
|
|
$
|
1,168,674
|
|
|
$
|
1,093,992
|
|
Efficiency ratio
|
59.95
|
%
|
|
64.74
|
%
|
|
65.61
|
%
|
|||
Adjusted efficiency ratio
(1)
|
59.87
|
|
|
62.67
|
|
|
64.81
|
|
|||
|
|
|
|
|
|
||||||
|
Years Ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Average Core Deposits, Average Core Transaction Deposit Accounts, and Average Core Transaction Non-Interest Bearing Deposits
|
|
|
|
|
|
||||||
Average total deposits
|
$
|
25,374,388
|
|
|
$
|
23,880,021
|
|
|
$
|
22,551,679
|
|
Subtract: Average brokered deposits
|
(1,624,381
|
)
|
|
(1,306,217
|
)
|
|
(1,421,949
|
)
|
|||
Average core deposits
|
23,750,007
|
|
|
22,573,804
|
|
|
21,129,730
|
|
|||
Subtract: Average state, county, and municipal (SCM) deposits
|
(2,123,104
|
)
|
|
(2,295,266
|
)
|
|
(2,232,437
|
)
|
|||
Subtract: Average time deposits, excluding SCM deposits
|
(3,136,847
|
)
|
|
(3,145,027
|
)
|
|
(3,202,308
|
)
|
|||
Average core transaction deposit accounts
|
$
|
18,490,056
|
|
|
$
|
17,133,511
|
|
|
$
|
15,694,985
|
|
|
|
|
|
|
|
||||||
Average core transaction non-interest bearing deposits
|
$
|
6,593,727
|
|
|
$
|
6,203,475
|
|
|
$
|
5,706,010
|
|
Average core transaction interest bearing demand deposits
|
3,969,111
|
|
|
3,337,751
|
|
|
3,069,481
|
|
|||
Average core transaction money market accounts, excluding brokered deposits
|
7,102,148
|
|
|
6,806,876
|
|
|
6,250,756
|
|
|||
Average core transaction savings deposits
|
825,070
|
|
|
785,409
|
|
|
668,738
|
|
|||
Average core transaction deposit accounts
|
$
|
18,490,056
|
|
|
$
|
17,133,511
|
|
|
$
|
15,694,985
|
|
|
|
|
|
|
|
Table 38 - Reconciliation of Non-GAAP Financial Measures, continued
|
|
|
|
||||
|
Years Ended December 31,
|
||||||
(in thousands, except per share data)
|
2017
|
|
2016
|
||||
Adjusted Return on Average Assets
|
|
|
|
||||
Net income
|
$
|
275,474
|
|
|
$
|
246,784
|
|
Add: Earnout liability adjustments
|
3,759
|
|
|
—
|
|
||
Add: Income tax expense related to effects of Federal Tax Reform
|
47,181
|
|
|
—
|
|
||
Add: Litigation settlement/contingency expenses
|
701
|
|
|
2,511
|
|
||
Add: Restructuring charges, net
|
7,014
|
|
|
8,267
|
|
||
Add: Fair value adjustment to Visa derivative
|
—
|
|
|
5,795
|
|
||
Add: Loss on early extinguishment of debt, net
|
23,160
|
|
|
4,735
|
|
||
Add: Merger-related expense
|
110
|
|
|
1,636
|
|
||
Add: Amortization of intangibles
|
1,059
|
|
|
521
|
|
||
Add: 3Q17 provision expense on loans transferred to loans held-for-sale
|
27,710
|
|
|
—
|
|
||
Add: 3Q17 discounts to fair value for competed or planned ORE accelerated dispositions
|
7,082
|
|
|
—
|
|
||
Add: 3Q17 asset impairment charges related to accelerated disposition of corporate real estate and other properties
|
1,168
|
|
|
—
|
|
||
Add/subtract: Investment securities losses (gains), net
|
289
|
|
|
(6,011
|
)
|
||
Add: Decrease in fair value of private equity investments, net
|
3,093
|
|
|
1,026
|
|
||
Subtract: Cabela's Transaction Fee
|
(75,000
|
)
|
|
—
|
|
||
Subtract: Income tax benefit related to pre-2017 R&D credits and state taxes
|
(4,847
|
)
|
|
—
|
|
||
Add/subtract:Tax effect of adjustments
|
1,337
|
|
|
(6,838
|
)
|
||
Adjusted net income
|
$
|
319,290
|
|
|
$
|
258,426
|
|
Total average assets
|
$
|
30,787,288
|
|
|
$
|
29,480,950
|
|
Return on average assets
|
0.89
|
%
|
|
0.84
|
%
|
||
Adjusted return on average assets
|
1.04
|
|
|
0.88
|
|
||
|
|
|
|
||||
Adjusted Net Income per Common Share, Diluted
|
|
|
|
||||
Net income available to common shareholders
|
$
|
265,236
|
|
|
$
|
236,546
|
|
Add: Earnout liability adjustments
|
3,759
|
|
|
—
|
|
||
Add: Income tax expense related to effects of Federal Tax Reform
|
47,181
|
|
|
—
|
|
||
Add: Litigation settlement/contingency expenses
|
701
|
|
|
2,511
|
|
||
Add: Restructuring charges, net
|
7,014
|
|
|
8,267
|
|
||
Add: Fair value adjustment to Visa derivative
|
—
|
|
|
5,795
|
|
||
Add: Loss on early extinguishment of debt, net
|
23,160
|
|
|
4,735
|
|
||
Add: Merger-related expense
|
110
|
|
|
1,636
|
|
||
Add: Amortization of intangibles
|
1,059
|
|
|
521
|
|
||
Add: 3Q17 provision expense on loans transferred to loans held-for-sale
|
27,710
|
|
|
—
|
|
||
Add: 3Q17 discounts to fair value for competed or planned ORE accelerated dispositions
|
7,082
|
|
|
—
|
|
||
Add: 3Q17 asset impairment charges related to accelerated disposition of corporate real estate and other properties
|
1,168
|
|
|
—
|
|
||
Add/subtract: Investment securities losses (gains), net
|
289
|
|
|
(6,011
|
)
|
||
Add: Decrease in fair value of private equity investments, net
|
3,093
|
|
|
1,026
|
|
||
Subtract: Cabela's Transaction Fee
|
(75,000
|
)
|
|
—
|
|
||
Subtract: Income tax benefit related to pre-2017 R&D credits and state taxes
|
(4,847
|
)
|
|
—
|
|
||
Add/subtract: Tax effect of adjustments
|
1,337
|
|
|
(6,838
|
)
|
||
Adjusted net income available to common shareholders
|
$
|
309,052
|
|
|
$
|
248,188
|
|
Weighted average common shares outstanding, diluted
|
122,012
|
|
|
125,078
|
|
||
Adjusted net income per common share, diluted
|
$
|
2.53
|
|
|
$
|
1.98
|
|
|
|
|
|
Table 38 - Reconciliation of Non-GAAP Financial Measures, continued
|
|
|
|
||||
|
Years Ended December 31,
|
||||||
(dollars in thousands)
|
2017
|
|
2016
|
||||
Adjusted Return on Average Common Equity and Adjusted Return on Average Tangible Common Equity
|
|
|
|
||||
Net income available to common shareholders
|
$
|
265,236
|
|
|
$
|
236,546
|
|
Add: Earnout liability adjustments
|
3,759
|
|
|
—
|
|
||
Add: Income tax expense related to effects of Federal Tax Reform
|
47,181
|
|
|
—
|
|
||
Add: Litigation settlement/contingency expenses
|
701
|
|
|
2,511
|
|
||
Add: Restructuring charges, net
|
7,014
|
|
|
8,267
|
|
||
Add: Fair value adjustment to Visa derivative
|
—
|
|
|
5,795
|
|
||
Add: Loss on early extinguishment of debt, net
|
23,160
|
|
|
4,735
|
|
||
Add: Merger-related expense
|
110
|
|
|
1,636
|
|
||
Add: Amortization of intangibles
|
1,059
|
|
|
521
|
|
||
Add: 3Q17 provision expense on loans transferred to loans held-for-sale
|
27,710
|
|
|
—
|
|
||
Add: 3Q17 discounts to fair value for competed or planned ORE accelerated dispositions
|
7,082
|
|
|
—
|
|
||
Add: 3Q17 asset impairment charges related to accelerated disposition of corporate real estate and other properties
|
1,168
|
|
|
—
|
|
||
Add/subtract: Investment securities losses (gains), net
|
289
|
|
|
(6,011
|
)
|
||
Add: Decrease in fair value of private equity investments, net
|
3,093
|
|
|
1,026
|
|
||
Subtract: Cabela's Transaction Fee
|
(75,000
|
)
|
|
—
|
|
||
Subtract: Income tax benefit related to pre-2017 R&D credits and state taxes
|
(4,847
|
)
|
|
—
|
|
||
Add/subtract: Tax effect of adjustments
|
1,337
|
|
|
(6,838
|
)
|
||
Adjusted net income available to common shareholders
|
$
|
309,052
|
|
|
$
|
248,188
|
|
|
|
|
|
||||
Total average shareholder's equity less preferred stock
|
$
|
2,844,570
|
|
|
$
|
2,813,526
|
|
Subtract: Goodwill
|
(57,779
|
)
|
|
(32,151
|
)
|
||
Subtract: Other intangible assets, net
|
(12,030
|
)
|
|
(269
|
)
|
||
Total average tangible shareholders' equity less preferred stock
|
$
|
2,774,761
|
|
|
$
|
2,781,106
|
|
Return on average common equity
|
9.32
|
%
|
|
8.41
|
%
|
||
Adjusted return on average common equity
|
10.86
|
|
|
8.82
|
|
||
Return on average tangible common equity
|
9.58
|
|
|
8.52
|
|
||
Adjusted return on average tangible common equity
|
11.14
|
|
|
8.92
|
|
||
|
|
|
|
|
|||||||||||||||||||
|
December 31,
|
||||||||||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
Tangible Common Equity to Tangible Assets Ratio
|
|
|
|
|
|
|
|
|
|
||||||||||
Total assets
|
$
|
31,221,837
|
|
|
$
|
30,104,002
|
|
|
$
|
28,792,653
|
|
|
$
|
27,050,237
|
|
|
$
|
26,201,604
|
|
Subtract: Goodwill
|
(57,315
|
)
|
|
(59,678
|
)
|
|
(24,431
|
)
|
|
(24,431
|
)
|
|
(24,431
|
)
|
|||||
Subtract: Other intangible assets, net
|
(11,254
|
)
|
|
(13,223
|
)
|
|
(471
|
)
|
|
(1,265
|
)
|
|
(3,415
|
)
|
|||||
Tangible assets
|
$
|
31,153,268
|
|
|
$
|
30,031,101
|
|
|
$
|
28,767,751
|
|
|
$
|
27,024,541
|
|
|
$
|
26,173,758
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total shareholders’ equity
|
$
|
2,961,566
|
|
|
$
|
2,927,924
|
|
|
$
|
3,000,196
|
|
|
$
|
3,041,270
|
|
|
$
|
2,948,985
|
|
Subtract: Goodwill
|
(57,315
|
)
|
|
(59,678
|
)
|
|
(24,431
|
)
|
|
(24,431
|
)
|
|
(24,431
|
)
|
|||||
Subtract: Other intangible assets, net
|
(11,254
|
)
|
|
(13,223
|
)
|
|
(471
|
)
|
|
(1,265
|
)
|
|
(3,415
|
)
|
|||||
Subtract: Series C Preferred Stock
|
(125,980
|
)
|
|
(125,980
|
)
|
|
(125,980
|
)
|
|
(125,980
|
)
|
|
(125,862
|
)
|
|||||
Tangible common equity
|
$
|
2,767,017
|
|
|
$
|
2,729,043
|
|
|
$
|
2,849,314
|
|
|
$
|
2,889,594
|
|
|
$
|
2,795,277
|
|
Total shareholders’ equity to total assets ratio
|
9.49
|
%
|
|
9.73
|
%
|
|
10.42
|
%
|
|
11.24
|
%
|
|
11.25
|
%
|
|||||
Tangible common equity to tangible assets ratio
|
8.88
|
|
|
9.09
|
|
|
9.90
|
|
|
10.69
|
|
|
10.68
|
|
|||||
|
|
|
|
|
|
|
|
|
|
Table 38 - Reconciliation of Non-GAAP Financial Measures, continued
|
|
||
|
December 31,
|
||
(dollars in thousands)
|
2017
|
||
Common Equity Tier 1 (CET1) Ratio (fully phased-in)
|
|
||
Common equity Tier 1
|
$
|
2,763,168
|
|
Subtract: Adjustment related to capital components
|
(17,147
|
)
|
|
Common equity Tier 1 (fully phased-in)
|
$
|
2,746,021
|
|
Total risk-weighted assets
|
$
|
27,667,906
|
|
Total risk-weighted assets (fully phased-in)
|
$
|
27,791,929
|
|
Common equity Tier 1 (CET1) ratio
|
9.99
|
%
|
|
Common equity Tier 1 ratio (fully phased-in)
|
9.88
|
|
|
|
|
||
|
|
||
|
Year Ended December 31,
|
||
(dollars in thousands)
|
2017
|
||
Adjusted Net Charge-off Ratio
|
|
||
Net charge-offs
|
$
|
69,675
|
|
Subtract: Charge-offs on loans transferred to held-for-sale during 3Q17
|
(34,235
|
)
|
|
Net charge-offs, excluding charge-offs on loans transferred to held-for-sale
|
$
|
35,440
|
|
Average total loans
|
$
|
24,384,519
|
|
Net charge-off ratio, as reported
|
0.29
|
%
|
|
Adjusted net charge off-ratio, excluding 3Q17 transfers to held-for-sale
|
0.15
|
|
|
|
|
|
|||||
|
|
Current outlook- increase (decrease) vs. 2017
|
|||
(dollars in thousands)
|
December 31, 2017
|
$
|
%
|
||
2018 Outlook for Adjusted Non-interest Income Growth
|
|
|
|
||
Total non-interest income, as reported
|
$
|
345,327
|
|
$285 million-$290 million
|
(16%)-(18%)
|
Subtract: Cabela's Transaction Fee
|
(75,000
|
)
|
|
|
|
Add: Investment securities losses, net
|
289
|
|
|
|
|
Add: Decrease in fair value of private equity investments, net
|
3,093
|
|
|
|
|
Adjusted non-interest income
|
$
|
273,709
|
|
$285 million-$290 million
|
4%-6%
|
|
|
|
|
Table 40 - Core Deposit Beta Sensitivity
|
|
|
||
Change in Short-term Interest Rates (in basis points)
|
|
As of December 31, 2017
|
||
|
Base Scenario
|
|
15% Increase in Average Repricing Beta
|
|
+200
|
|
3.6%
|
|
1.9%
|
+100
|
|
1.9%
|
|
1.1%
|
|
|
|
|
|
|
|
December 31,
|
||||||
(in thousands, except share and per share data)
|
|
2017
|
|
2016
|
||||
ASSETS
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
397,848
|
|
|
$
|
395,175
|
|
Interest bearing funds with Federal Reserve Bank
|
|
460,928
|
|
|
527,090
|
|
||
Interest earning deposits with banks
|
|
26,311
|
|
|
18,720
|
|
||
Federal funds sold and securities purchased under resale agreements
|
|
47,846
|
|
|
58,060
|
|
||
Trading account assets, at fair value
|
|
3,820
|
|
|
9,314
|
|
||
Mortgage loans held for sale, at fair value
|
|
48,024
|
|
|
51,545
|
|
||
Other loans held for sale
|
|
11,356
|
|
|
—
|
|
||
Investment securities available for sale, at fair value
|
|
3,987,069
|
|
|
3,718,195
|
|
||
Loans, net of deferred fees and costs
|
|
24,787,464
|
|
|
23,856,391
|
|
||
Allowance for loan losses
|
|
(249,268
|
)
|
|
(251,758
|
)
|
||
Loans, net
|
|
24,538,196
|
|
|
23,604,633
|
|
||
Premises and equipment, net
|
|
426,813
|
|
|
417,485
|
|
||
Goodwill
|
|
57,315
|
|
|
59,678
|
|
||
Other intangible assets
|
|
11,254
|
|
|
13,223
|
|
||
Other real estate
|
|
3,758
|
|
|
22,308
|
|
||
Deferred tax asset, net
|
|
165,788
|
|
|
395,356
|
|
||
Other assets
|
|
1,035,511
|
|
|
813,220
|
|
||
Total assets
|
|
$
|
31,221,837
|
|
|
$
|
30,104,002
|
|
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
|
|
||||
Liabilities
|
|
|
|
|
||||
Deposits:
|
|
|
|
|
||||
Non-interest bearing deposits
|
|
$
|
7,686,339
|
|
|
$
|
7,085,804
|
|
Interest bearing deposits, excluding brokered deposits
|
|
16,500,436
|
|
|
16,183,273
|
|
||
Brokered deposits
|
|
1,961,125
|
|
|
1,378,983
|
|
||
Total deposits
|
|
26,147,900
|
|
|
24,648,060
|
|
||
Federal funds purchased and securities sold under repurchase agreements
|
|
161,190
|
|
|
159,699
|
|
||
Long-term debt
|
|
1,706,138
|
|
|
2,160,881
|
|
||
Other liabilities
|
|
245,043
|
|
|
207,438
|
|
||
Total liabilities
|
|
28,260,271
|
|
|
27,176,078
|
|
||
Shareholders' Equity
|
|
|
|
|
||||
Series C Preferred Stock – no par value. 5,200,000 shares outstanding at December 31, 2017 and December 31, 2016
|
|
125,980
|
|
|
125,980
|
|
||
Common stock - $1.00 par value. Authorized
342,857,143
shares at December 31, 2017 and December 31, 2016; issued 142,677,449 at December 31, 2017 an
d 142,025,720 at
December 31, 2016; outstandin
g 118,897,295 at
December 31, 2017 and
122,266,106
at December 31, 2016
|
|
142,678
|
|
|
142,026
|
|
||
Additional paid-in capital
|
|
3,043,129
|
|
|
3,028,405
|
|
||
Treasury stock, at cost – 23,780,154 shares at December 31, 2017 and 19,759,614 shares at December 31, 2016
|
|
(839,674
|
)
|
|
(664,595
|
)
|
||
Accumulated other comprehensive loss, net
|
|
(54,754
|
)
|
|
(55,659
|
)
|
||
Retained earnings
|
|
544,207
|
|
|
351,767
|
|
||
Total shareholders’ equity
|
|
2,961,566
|
|
|
2,927,924
|
|
||
Total liabilities and shareholders' equity
|
|
$
|
31,221,837
|
|
|
$
|
30,104,002
|
|
|
|
|
|
|
|
|
Years Ended December 31,
|
||||||||||
(in thousands, except per share data)
|
|
2017
|
|
2016
|
|
2015
|
||||||
Interest income:
|
|
|
|
|
|
|
||||||
Loans, including fees
|
|
$
|
1,064,276
|
|
|
$
|
944,233
|
|
|
$
|
877,384
|
|
Investment securities available for sale
|
|
82,699
|
|
|
67,467
|
|
|
59,154
|
|
|||
Trading account assets
|
|
141
|
|
|
91
|
|
|
303
|
|
|||
Mortgage loans held for sale
|
|
1,926
|
|
|
2,646
|
|
|
2,546
|
|
|||
Federal Reserve Bank balances
|
|
6,470
|
|
|
4,356
|
|
|
3,144
|
|
|||
Other earning assets
|
|
6,985
|
|
|
4,010
|
|
|
3,431
|
|
|||
Total interest income
|
|
1,162,497
|
|
|
1,022,803
|
|
|
945,962
|
|
|||
Interest expense:
|
|
|
|
|
|
|
||||||
Deposits
|
|
81,325
|
|
|
64,206
|
|
|
65,534
|
|
|||
Federal funds purchased and securities sold under repurchase agreements
|
|
198
|
|
|
200
|
|
|
168
|
|
|||
Long-term debt
|
|
57,665
|
|
|
59,217
|
|
|
52,942
|
|
|||
Total interest expense
|
|
139,188
|
|
|
123,623
|
|
|
118,644
|
|
|||
Net interest income
|
|
1,023,309
|
|
|
899,180
|
|
|
827,318
|
|
|||
Provision for loan losses
|
|
67,185
|
|
|
28,000
|
|
|
19,010
|
|
|||
Net interest income after provision for loan losses
|
|
956,124
|
|
|
871,180
|
|
|
808,308
|
|
|||
Non-interest income:
|
|
|
|
|
|
|
||||||
Service charges on deposit accounts
|
|
79,801
|
|
|
81,425
|
|
|
80,142
|
|
|||
Fiduciary and asset management fees
|
|
50,485
|
|
|
46,594
|
|
|
45,928
|
|
|||
Brokerage revenue
|
|
29,705
|
|
|
27,028
|
|
|
27,855
|
|
|||
Mortgage banking income
|
|
22,798
|
|
|
24,259
|
|
|
24,096
|
|
|||
Bankcard fees
|
|
32,232
|
|
|
33,318
|
|
|
33,172
|
|
|||
Cabela's Transaction Fee
|
|
75,000
|
|
|
—
|
|
|
—
|
|
|||
Investment securities (losses) gains, net
|
|
(289
|
)
|
|
6,011
|
|
|
2,769
|
|
|||
Decrease in fair value of private equity investments, net
|
|
(3,093
|
)
|
|
(1,026
|
)
|
|
(219
|
)
|
|||
Other fee income
|
|
20,168
|
|
|
20,220
|
|
|
21,170
|
|
|||
Other non-interest income
|
|
38,520
|
|
|
35,365
|
|
|
33,007
|
|
|||
Total non-interest income
|
|
345,327
|
|
|
273,194
|
|
|
267,920
|
|
|||
Non-interest expense:
|
|
|
|
|
|
|
||||||
Salaries and other personnel expense
|
|
433,321
|
|
|
402,026
|
|
|
380,918
|
|
|||
Net occupancy and equipment expense
|
|
119,964
|
|
|
109,347
|
|
|
107,466
|
|
|||
Third-party processing expense
|
|
54,708
|
|
|
46,320
|
|
|
42,851
|
|
|||
FDIC insurance and other regulatory fees
|
|
27,011
|
|
|
26,714
|
|
|
27,091
|
|
|||
Professional fees
|
|
26,232
|
|
|
26,698
|
|
|
26,646
|
|
|||
Advertising expense
|
|
22,948
|
|
|
20,264
|
|
|
15,477
|
|
|||
Foreclosed real estate expense, net
|
|
12,540
|
|
|
12,838
|
|
|
22,803
|
|
|||
Loss on early extinguishment of debt, net
|
|
23,160
|
|
|
4,735
|
|
|
1,533
|
|
|||
Earnout liability adjustments
|
|
5,466
|
|
|
—
|
|
|
—
|
|
|||
Fair value adjustment to Visa derivative
|
|
—
|
|
|
5,795
|
|
|
1,464
|
|
|||
Restructuring charges, net
|
|
7,014
|
|
|
8,267
|
|
|
36
|
|
|||
Other operating expenses
|
|
88,949
|
|
|
92,919
|
|
|
91,370
|
|
|||
Total non-interest expense
|
|
821,313
|
|
|
755,923
|
|
|
717,655
|
|
|||
Income before income taxes
|
|
480,138
|
|
|
388,451
|
|
|
358,573
|
|
|||
Income tax expense
|
|
204,664
|
|
|
141,667
|
|
|
132,491
|
|
|||
Net income
|
|
275,474
|
|
|
246,784
|
|
|
226,082
|
|
|||
Dividends on preferred stock
|
|
10,238
|
|
|
10,238
|
|
|
10,238
|
|
|||
Net income available to common shareholders
|
|
$
|
265,236
|
|
|
$
|
236,546
|
|
|
$
|
215,844
|
|
Net income per common share, basic
|
|
$
|
2.19
|
|
|
$
|
1.90
|
|
|
$
|
1.63
|
|
Net income per common share, diluted
|
|
2.17
|
|
|
1.89
|
|
|
1.62
|
|
|||
Weighted average common shares outstanding, basic
|
|
121,162
|
|
|
124,389
|
|
|
132,423
|
|
|||
Weighted average common shares outstanding, diluted
|
|
122,012
|
|
|
125,078
|
|
|
133,201
|
|
|||
|
|
|
|
|
|
|
|
December 31, 2017
|
|
December 31, 2016
|
|
December 31, 2015
|
||||||||||||||||||||||||||||||
(in thousands)
|
Before-tax Amount
|
|
Tax (Expense) Benefit
|
|
Net of Tax Amount
|
|
Before-tax Amount
|
|
Tax (Expense) Benefit
|
|
Net of Tax Amount
|
|
Before-tax Amount
|
|
Tax (Expense) Benefit
|
|
Net of Tax Amount
|
||||||||||||||||||
Net income
|
$
|
480,138
|
|
|
$
|
(204,664
|
)
|
|
$
|
275,474
|
|
|
$
|
388,451
|
|
|
$
|
(141,667
|
)
|
|
$
|
246,784
|
|
|
$
|
358,573
|
|
|
$
|
(132,491
|
)
|
|
$
|
226,082
|
|
Net change related to cash flow hedges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Reclassification adjustment for losses realized in net income
|
130
|
|
|
(50
|
)
|
|
80
|
|
|
467
|
|
|
(180
|
)
|
|
287
|
|
|
521
|
|
|
(201
|
)
|
|
320
|
|
|||||||||
Net unrealized gains (losses) on investment securities available for sale:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Reclassification adjustment for net losses (gains) realized in net income
|
289
|
|
|
(111
|
)
|
|
178
|
|
|
(6,011
|
)
|
|
2,314
|
|
|
(3,697
|
)
|
|
(2,769
|
)
|
|
1,066
|
|
|
(1,703
|
)
|
|||||||||
Net unrealized gains (losses) arising during the period
|
1,038
|
|
|
(362
|
)
|
|
676
|
|
|
(36,432
|
)
|
|
14,027
|
|
|
(22,405
|
)
|
|
(25,707
|
)
|
|
9,901
|
|
|
(15,806
|
)
|
|||||||||
Net unrealized gains (losses)
|
1,327
|
|
|
(473
|
)
|
|
854
|
|
|
(42,443
|
)
|
|
16,341
|
|
|
(26,102
|
)
|
|
(28,476
|
)
|
|
10,967
|
|
|
(17,509
|
)
|
|||||||||
Post-retirement unfunded health benefit:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Reclassification adjustment for gains realized in net income
|
(110
|
)
|
|
43
|
|
|
(67
|
)
|
|
(144
|
)
|
|
56
|
|
|
(88
|
)
|
|
(272
|
)
|
|
104
|
|
|
(168
|
)
|
|||||||||
Actuarial gains arising during the period
|
61
|
|
|
(23
|
)
|
|
38
|
|
|
102
|
|
|
(39
|
)
|
|
63
|
|
|
236
|
|
|
(93
|
)
|
|
143
|
|
|||||||||
Net unrealized gains
|
(49
|
)
|
|
20
|
|
|
(29
|
)
|
|
(42
|
)
|
|
17
|
|
|
(25
|
)
|
|
(36
|
)
|
|
11
|
|
|
(25
|
)
|
|||||||||
Other comprehensive income (loss)
|
$
|
1,408
|
|
|
$
|
(503
|
)
|
|
$
|
905
|
|
|
$
|
(42,018
|
)
|
|
$
|
16,178
|
|
|
$
|
(25,840
|
)
|
|
$
|
(27,991
|
)
|
|
$
|
10,777
|
|
|
$
|
(17,214
|
)
|
Comprehensive income
|
|
|
|
|
|
$
|
276,379
|
|
|
|
|
|
|
|
$
|
220,944
|
|
|
|
|
|
|
|
$
|
208,868
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands, except per share data)
|
Series C Preferred Stock
|
|
Common
Stock
|
|
Additional
Paid-in
Capital
|
|
Treasury
Stock
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Retained Earnings
|
|
Total
|
||||||||||||||
Balance at December 31, 2014
|
$
|
125,980
|
|
|
$
|
139,950
|
|
|
$
|
2,960,825
|
|
|
$
|
(187,774
|
)
|
|
$
|
(12,605
|
)
|
|
$
|
14,894
|
|
|
$
|
3,041,270
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
226,082
|
|
|
226,082
|
|
|||||||
Other comprehensive loss, net of income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(17,214
|
)
|
|
—
|
|
|
(17,214
|
)
|
|||||||
Cash dividends declared on common stock - $0.42 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(55,354
|
)
|
|
(55,354
|
)
|
|||||||
Cash dividends paid on Series C Preferred Stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10,238
|
)
|
|
(10,238
|
)
|
|||||||
Repurchases and completion of ASR agreement to repurchase shares of common stock
|
—
|
|
|
—
|
|
|
14,516
|
|
|
(213,737
|
)
|
|
—
|
|
|
—
|
|
|
(199,221
|
)
|
|||||||
Restricted share unit activity
|
—
|
|
|
304
|
|
|
(4,877
|
)
|
|
—
|
|
|
—
|
|
|
(411
|
)
|
|
(4,984
|
)
|
|||||||
Stock options exercised
|
—
|
|
|
338
|
|
|
5,305
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,643
|
|
|||||||
Share-based compensation net tax benefit
|
—
|
|
|
—
|
|
|
1,656
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,656
|
|
|||||||
Share-based compensation expense
|
—
|
|
|
—
|
|
|
12,556
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,556
|
|
|||||||
Balance at December 31, 2015
|
$
|
125,980
|
|
|
$
|
140,592
|
|
|
$
|
2,989,981
|
|
|
$
|
(401,511
|
)
|
|
$
|
(29,819
|
)
|
|
$
|
174,973
|
|
|
$
|
3,000,196
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
246,784
|
|
|
246,784
|
|
|||||||
Other comprehensive loss, net of income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25,840
|
)
|
|
—
|
|
|
(25,840
|
)
|
|||||||
Cash dividends declared on common stock - $0.48 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(59,425
|
)
|
|
(59,425
|
)
|
|||||||
Cash dividends paid on Series C Preferred Stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10,238
|
)
|
|
(10,238
|
)
|
|||||||
Repurchases of common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
(263,084
|
)
|
|
—
|
|
|
—
|
|
|
(263,084
|
)
|
|||||||
Issuance of common stock for acquisition
|
—
|
|
|
821
|
|
|
25,771
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
26,592
|
|
|||||||
Restricted share unit activity
|
—
|
|
|
316
|
|
|
(5,030
|
)
|
|
—
|
|
|
—
|
|
|
(327
|
)
|
|
(5,041
|
)
|
|||||||
Stock options exercised
|
—
|
|
|
297
|
|
|
4,858
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,155
|
|
|||||||
Share-based compensation net tax deficiency
|
—
|
|
|
—
|
|
|
(790
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(790
|
)
|
|||||||
Share-based compensation expense
|
—
|
|
|
—
|
|
|
13,615
|
|
|
—
|
|
|
|
|
|
—
|
|
|
13,615
|
|
|||||||
Balance at December 31, 2016
|
$
|
125,980
|
|
|
$
|
142,026
|
|
|
$
|
3,028,405
|
|
|
$
|
(664,595
|
)
|
|
$
|
(55,659
|
)
|
|
$
|
351,767
|
|
|
$
|
2,927,924
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
275,474
|
|
|
275,474
|
|
|||||||
Other comprehensive income, net of income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
905
|
|
|
—
|
|
|
905
|
|
|||||||
Cash dividends declared on common stock - $0.60 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(72,506
|
)
|
|
(72,506
|
)
|
|||||||
Cash dividends paid on Series C Preferred Stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10,238
|
)
|
|
(10,238
|
)
|
|||||||
Repurchases of common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
(175,079
|
)
|
|
—
|
|
|
—
|
|
|
(175,079
|
)
|
|||||||
Issuance of common stock for earnout payment
|
—
|
|
|
118
|
|
|
5,342
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,460
|
|
|||||||
Restricted share unit activity
|
—
|
|
|
336
|
|
|
(8,039
|
)
|
|
—
|
|
|
—
|
|
|
(290
|
)
|
|
(7,993
|
)
|
|||||||
Stock options exercised
|
—
|
|
|
198
|
|
|
3,242
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,440
|
|
|||||||
Share-based compensation expense
|
—
|
|
|
—
|
|
|
14,179
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14,179
|
|
|||||||
Balance at December 31, 2017
|
$
|
125,980
|
|
|
$
|
142,678
|
|
|
$
|
3,043,129
|
|
|
$
|
(839,674
|
)
|
|
$
|
(54,754
|
)
|
|
$
|
544,207
|
|
|
$
|
2,961,566
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Years Ended December 31,
|
||||||||||
(in thousands)
|
2017
|
|
2016
|
|
2015
|
||||||
Operating Activities
|
|
|
|
|
|
||||||
Net income
|
$
|
275,474
|
|
|
$
|
246,784
|
|
|
$
|
226,082
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Provision for loan losses
|
67,185
|
|
|
28,000
|
|
|
19,010
|
|
|||
Depreciation, amortization, and accretion, net
|
59,121
|
|
|
58,228
|
|
|
56,741
|
|
|||
Deferred income tax expense
|
231,056
|
|
|
128,837
|
|
|
121,904
|
|
|||
Decrease (increase) in trading account assets
|
5,494
|
|
|
(2,327
|
)
|
|
8,766
|
|
|||
Originations of mortgage loans held for sale
|
(622,564
|
)
|
|
(705,394
|
)
|
|
(790,625
|
)
|
|||
Proceeds from sales of mortgage loans held for sale
|
642,193
|
|
|
724,712
|
|
|
807,906
|
|
|||
Gain on sales of mortgage loans held for sale, net
|
(13,450
|
)
|
|
(13,780
|
)
|
|
(14,966
|
)
|
|||
(Increase) decrease in other assets
(1)
|
(80,544
|
)
|
|
(21,697
|
)
|
|
6,135
|
|
|||
Increase (decrease) in other liabilities
|
28,651
|
|
|
(4,239
|
)
|
|
(24,906
|
)
|
|||
Investment securities losses (gains), net
|
289
|
|
|
(6,011
|
)
|
|
(2,769
|
)
|
|||
Losses and write-downs on other real estate, net
|
11,382
|
|
|
10,174
|
|
|
17,619
|
|
|||
Loss on early extinguishment of debt, net
|
23,160
|
|
|
4,735
|
|
|
1,533
|
|
|||
Share-based compensation expense
|
14,179
|
|
|
13,615
|
|
|
12,556
|
|
|||
Net cash provided by operating activities
|
641,626
|
|
|
461,637
|
|
|
444,986
|
|
|||
|
|
|
|
|
|
||||||
Investing Activities
|
|
|
|
|
|
||||||
Net cash received in acquisition
|
—
|
|
|
6,146
|
|
|
—
|
|
|||
Net increase in interest earning deposits with banks
|
(7,591
|
)
|
|
(1,335
|
)
|
|
(5,577
|
)
|
|||
Net decrease in federal funds sold and securities purchased under resale agreements
|
10,214
|
|
|
11,759
|
|
|
3,291
|
|
|||
Net decrease (increase) in interest bearing funds with Federal Reserve Bank
|
66,162
|
|
|
302,797
|
|
|
(108,525
|
)
|
|||
Proceeds from maturities and principal collections of investment securities available for sale
|
632,875
|
|
|
894,123
|
|
|
693,608
|
|
|||
Proceeds from sales of investment securities available for sale
|
812,293
|
|
|
968,606
|
|
|
347,954
|
|
|||
Purchases of investment securities available for sale
|
(1,729,902
|
)
|
|
(2,051,283
|
)
|
|
(1,634,531
|
)
|
|||
Proceeds from sales of loans
|
42,726
|
|
|
15,046
|
|
|
28,762
|
|
|||
Proceeds from sale of other real estate
|
14,322
|
|
|
30,762
|
|
|
47,137
|
|
|||
Net increase in loans
|
(1,060,582
|
)
|
|
(1,129,422
|
)
|
|
(1,411,050
|
)
|
|||
Purchase of Federal Reserve Bank capital stock
|
—
|
|
|
(97,293
|
)
|
|
—
|
|
|||
Purchases of bank-owned life insurance policies, net of settlements
(1)
|
(148,110
|
)
|
|
(28,126
|
)
|
|
(42,444
|
)
|
|||
Net increase in premises and equipment
|
(51,106
|
)
|
|
(34,317
|
)
|
|
(28,381
|
)
|
|||
Proceeds from sale of other assets held for sale
|
3,158
|
|
|
13,072
|
|
|
3,039
|
|
|||
Net cash used in investing activities
|
(1,415,541
|
)
|
|
(1,099,465
|
)
|
|
(2,106,717
|
)
|
|||
Financing Activities
|
|
|
|
|
|
||||||
Net increase in demand and savings deposits
|
932,561
|
|
|
1,512,451
|
|
|
2,274,949
|
|
|||
Net increase (decrease) in certificates of deposit
|
566,524
|
|
|
(107,893
|
)
|
|
(565,315
|
)
|
|||
Net increase (decrease) in federal funds purchased and securities sold under repurchase agreements
|
1,491
|
|
|
(17,326
|
)
|
|
50,109
|
|
|||
Repayments and redemption of long-term debt
|
(2,250,422
|
)
|
|
(2,263,688
|
)
|
|
(823,899
|
)
|
|||
Proceeds from issuance of long-term debt
|
1,771,866
|
|
|
1,875,000
|
|
|
871,644
|
|
|||
Dividends paid to common shareholders
|
(54,670
|
)
|
|
(59,425
|
)
|
|
(55,354
|
)
|
|||
Dividends paid to preferred shareholders
|
(10,238
|
)
|
|
(10,238
|
)
|
|
(10,238
|
)
|
|||
Stock options exercised
|
3,440
|
|
|
5,155
|
|
|
5,643
|
|
|||
Earnout payment
|
(892
|
)
|
|
—
|
|
|
—
|
|
|||
Repurchase of common stock
|
(175,079
|
)
|
|
(263,084
|
)
|
|
(199,221
|
)
|
|||
Taxes paid related to net share settlement of equity awards
|
(7,993
|
)
|
|
(5,041
|
)
|
|
(4,984
|
)
|
|||
Net cash provided by financing activities
|
776,588
|
|
|
665,911
|
|
|
1,543,334
|
|
|||
Increase (decrease) in cash and cash equivalents
|
2,673
|
|
|
28,083
|
|
|
(118,397
|
)
|
|||
Cash and cash equivalents at beginning of year
|
395,175
|
|
|
367,092
|
|
|
485,489
|
|
|||
Cash and cash equivalents at end of year
|
$
|
397,848
|
|
|
$
|
395,175
|
|
|
$
|
367,092
|
|
|
|
|
|
|
|
Supplemental Cash Flow Information
|
|
|
|
|
|
||||||
Cash Paid During the Year for:
|
|
|
|
|
|
||||||
Income tax payments, net
|
$
|
18,040
|
|
|
$
|
9,340
|
|
|
$
|
10,514
|
|
Interest paid
|
143,237
|
|
|
123,560
|
|
|
115,795
|
|
|||
Non-cash Activities:
|
|
|
|
|
|
||||||
Loans foreclosed and transferred to other real estate
|
7,154
|
|
|
16,214
|
|
|
26,313
|
|
|||
Premises and equipment transferred to other properties held for sale
|
3,283
|
|
|
25,231
|
|
|
2,340
|
|
|||
Other assets held for sale transferred to premises and equipment
|
4,450
|
|
|
—
|
|
|
—
|
|
|||
Investment securities available for sale transferred to trading account assets at fair value
|
—
|
|
|
1,890
|
|
|
—
|
|
|||
Loans transferred to other loans held for sale at fair value
|
52,829
|
|
|
14,621
|
|
|
26,213
|
|
|||
Dividends declared on common stock during the period but paid after period-end
|
17,835
|
|
|
—
|
|
|
—
|
|
|||
Settlement of earnout payment with shares of common stock
|
5,460
|
|
|
—
|
|
|
—
|
|
|||
Mortgage loans held for sale transferred to loans at fair value
|
—
|
|
|
313
|
|
|
659
|
|
|||
Acquisition:
|
|
|
|
|
|
||||||
Fair value of non-cash assets acquired
|
—
|
|
|
408,054
|
|
|
—
|
|
|||
Fair value of liabilities assumed
|
—
|
|
|
387,608
|
|
|
—
|
|
|||
Fair value of common stock issued
|
—
|
|
|
26,592
|
|
|
—
|
|
|||
|
|
|
|
|
|
•
|
changes in lending policies and procedures, including changes in underwriting standards and collection, charge-off, and recovery practices not considered elsewhere in estimating credit losses
|
•
|
changes in the volume and severity of past due loans, the volume of non-accrual loans, and the volume and severity of adversely classified or grade loans
|
•
|
loan growth
|
•
|
effects of changes in credit concentrations
|
•
|
experience, ability, and depth of lending management, loan review personnel, and other relevant staff
|
•
|
changes in the quality of the loan review function
|
•
|
national and local economic trends and conditions
|
•
|
value of underlying collateral for collateral-dependent loans
|
•
|
other external factors such as the effects for the current competitive, legal, and regulatory environment
|
•
|
ASU 2016-18,
Statement of Cash Flows-Restricted Cash
|
•
|
ASU 2017-12,
Derivatives and Hedging
|
•
|
ASU 2017-08,
Receivables-Nonrefundable Fees and Other Costs: Premium Amortization on Purchased Callable Debt Securities
|
•
|
ASU 2017-05,
Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets, Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets
|
•
|
ASU 2017-04,
Intangibles-Goodwill and Other, Simplifying the Test for Goodwill Impairment
|
•
|
ASU 2017-01,
Business Combinations-Clarifying the Definition of a Business
|
Global One
|
|
Acquisition Date
|
||
(in thousands)
|
|
Fair Value
|
||
Assets acquired:
|
|
|
||
Cash and due from banks
|
|
$
|
9,554
|
|
Commercial and industrial loans
(1)
|
|
357,307
|
|
|
Goodwill
(2)
|
|
32,884
|
|
|
Other intangible assets
|
|
12,500
|
|
|
Other assets
|
|
3,681
|
|
|
Total assets acquired
|
|
$
|
415,926
|
|
|
|
|
||
Liabilities assumed:
|
|
|
||
Notes payable
(3)
|
|
$
|
358,560
|
|
Earnout liability
|
|
12,234
|
|
|
Deferred tax liability, net
|
|
3,229
|
|
|
Other liabilities
|
|
11,903
|
|
|
Total liabilities assumed
|
|
$
|
385,926
|
|
Consideration paid
|
|
$
|
30,000
|
|
|
|
|
||
Cash paid
|
|
$
|
3,408
|
|
Fair value of common stock issued
|
|
26,592
|
|
|
|
|
|
|
|
Years Ended December 31,
|
||||||||||
(in thousands)
|
|
2017
|
|
2016
|
|
2015
|
||||||
Severance charges
|
|
$
|
6,128
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Asset impairment charges
|
|
715
|
|
|
8,107
|
|
|
229
|
|
|||
Gain on sale of assets held for sale, net
|
|
(4
|
)
|
|
—
|
|
|
(401
|
)
|
|||
Other charges
|
|
175
|
|
|
160
|
|
|
208
|
|
|||
Total restructuring charges
|
|
$
|
7,014
|
|
|
$
|
8,267
|
|
|
$
|
36
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
(in thousands)
|
|
Severance Charges
|
|
Lease Termination Charges
|
|
Total
|
||||||
Balance at December 31, 2014
|
|
$
|
3,291
|
|
|
$
|
5,539
|
|
|
$
|
8,830
|
|
Accruals for lease terminations
|
|
—
|
|
|
(3
|
)
|
|
(3
|
)
|
|||
Payments
|
|
(1,361
|
)
|
|
(849
|
)
|
|
(2,210
|
)
|
|||
Balance at December 31, 2015
|
|
1,930
|
|
|
4,687
|
|
|
6,617
|
|
|||
Accruals for lease terminations
|
|
—
|
|
|
6
|
|
|
6
|
|
|||
Payments
|
|
(1,849
|
)
|
|
(725
|
)
|
|
(2,574
|
)
|
|||
Balance at December 31, 2016
|
|
81
|
|
|
3,968
|
|
|
4,049
|
|
|||
Accruals for voluntary and involuntary termination benefits
|
|
6,128
|
|
|
—
|
|
|
6,128
|
|
|||
Payments
|
|
(5,873
|
)
|
|
(692
|
)
|
|
(6,565
|
)
|
|||
Balance at December 31, 2017
|
|
$
|
336
|
|
|
$
|
3,276
|
|
|
$
|
3,612
|
|
|
|
|
|
|
|
|
|
|
December 31, 2017
|
||||||||||||||
(in thousands)
|
|
Amortized Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Fair Value
|
||||||||
U.S. Treasury securities
|
|
$
|
83,608
|
|
|
$
|
—
|
|
|
$
|
(934
|
)
|
|
$
|
82,674
|
|
U.S. Government agency securities
|
|
10,771
|
|
|
91
|
|
|
—
|
|
|
10,862
|
|
||||
Mortgage-backed securities issued by U.S. Government agencies
|
|
121,283
|
|
|
519
|
|
|
(1,362
|
)
|
|
120,440
|
|
||||
Mortgage-backed securities issued by U.S. Government sponsored enterprises
|
|
2,666,818
|
|
|
5,059
|
|
|
(31,354
|
)
|
|
2,640,523
|
|
||||
Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises
|
|
1,135,259
|
|
|
144
|
|
|
(23,404
|
)
|
|
1,111,999
|
|
||||
State and municipal securities
|
|
180
|
|
|
—
|
|
|
—
|
|
|
180
|
|
||||
Corporate debt and other securities
|
|
20,320
|
|
|
294
|
|
|
(223
|
)
|
|
20,391
|
|
||||
Total investment securities available for sale
|
|
$
|
4,038,239
|
|
|
$
|
6,107
|
|
|
$
|
(57,277
|
)
|
|
$
|
3,987,069
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
December 31, 2016
|
||||||||||||||
(in thousands)
|
|
Amortized Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Fair Value
|
||||||||
U.S. Treasury securities
|
|
$
|
108,221
|
|
|
$
|
225
|
|
|
$
|
(644
|
)
|
|
$
|
107,802
|
|
U.S. Government agency securities
|
|
12,727
|
|
|
266
|
|
|
—
|
|
|
12,993
|
|
||||
Mortgage-backed securities issued by U.S. Government agencies
|
|
174,440
|
|
|
1,116
|
|
|
(1,354
|
)
|
|
174,202
|
|
||||
Mortgage-backed securities issued by U.S. Government sponsored enterprises
|
|
2,543,495
|
|
|
5,416
|
|
|
(42,571
|
)
|
|
2,506,340
|
|
||||
Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises
|
|
905,789
|
|
|
1,214
|
|
|
(16,561
|
)
|
|
890,442
|
|
||||
State and municipal securities
|
|
2,780
|
|
|
14
|
|
|
—
|
|
|
2,794
|
|
||||
Equity securities
|
|
919
|
|
|
2,863
|
|
|
—
|
|
|
3,782
|
|
||||
Corporate debt and other securities
|
|
20,247
|
|
|
—
|
|
|
(407
|
)
|
|
19,840
|
|
||||
Total investment securities available for sale
|
|
$
|
3,768,618
|
|
|
$
|
11,114
|
|
|
$
|
(61,537
|
)
|
|
$
|
3,718,195
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2017
|
||||||||||||||||||||||
|
|
Less than 12 Months
|
|
12 Months or Longer
|
|
Total
|
||||||||||||||||||
(in thousands)
|
|
Fair
Value
|
|
Gross Unrealized
Losses
|
|
Fair
Value
|
|
Gross Unrealized
Losses
|
|
Fair
Value
|
|
Gross Unrealized
Losses
|
||||||||||||
U.S. Treasury securities
|
|
$
|
34,243
|
|
|
$
|
443
|
|
|
$
|
29,562
|
|
|
$
|
491
|
|
|
$
|
63,805
|
|
|
$
|
934
|
|
Mortgage-backed securities issued by U.S. Government agencies
|
|
36,810
|
|
|
357
|
|
|
55,740
|
|
|
1,005
|
|
|
92,550
|
|
|
1,362
|
|
||||||
Mortgage-backed securities issued by U.S. Government sponsored enterprises
|
|
1,271,012
|
|
|
10,263
|
|
|
929,223
|
|
|
21,091
|
|
|
2,200,235
|
|
|
31,354
|
|
||||||
Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises
|
|
653,781
|
|
|
9,497
|
|
|
426,237
|
|
|
13,907
|
|
|
1,080,018
|
|
|
23,404
|
|
||||||
Corporate debt and other securities
|
|
—
|
|
|
—
|
|
|
5,097
|
|
|
223
|
|
|
5,097
|
|
|
223
|
|
||||||
Total
|
|
$
|
1,995,846
|
|
|
$
|
20,560
|
|
|
$
|
1,445,859
|
|
|
$
|
36,717
|
|
|
$
|
3,441,705
|
|
|
$
|
57,277
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
|
December 31, 2016
|
||||||||||||||||||||||
|
|
Less than 12 Months
|
|
12 Months or Longer
|
|
Total
|
||||||||||||||||||
(in thousands)
|
|
Fair
Value
|
|
Gross Unrealized
Losses
|
|
Fair
Value
|
|
Gross Unrealized
Losses
|
|
Fair
Value
|
|
Gross Unrealized
Losses
|
||||||||||||
U.S Treasury securities
|
|
$
|
64,023
|
|
|
$
|
644
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
64,023
|
|
|
$
|
644
|
|
Mortgage-backed securities issued by U.S. Government agencies
|
|
128,121
|
|
|
1,240
|
|
|
3,626
|
|
|
114
|
|
|
131,747
|
|
|
1,354
|
|
||||||
Mortgage-backed securities issued by U.S. Government sponsored enterprises
|
|
2,123,181
|
|
|
42,571
|
|
|
—
|
|
|
—
|
|
|
2,123,181
|
|
|
42,571
|
|
||||||
Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises
|
|
682,492
|
|
|
15,653
|
|
|
24,801
|
|
|
908
|
|
|
707,293
|
|
|
16,561
|
|
||||||
Corporate debt and other securities
|
|
14,952
|
|
|
48
|
|
|
4,888
|
|
|
359
|
|
|
19,840
|
|
|
407
|
|
||||||
Total
|
|
$
|
3,012,769
|
|
|
$
|
60,156
|
|
|
$
|
33,315
|
|
|
$
|
1,381
|
|
|
$
|
3,046,084
|
|
|
$
|
61,537
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distribution of Maturities at December 31, 2017
|
||||||||||||||||||||||
(in thousands)
|
|
Within One
Year
|
|
1 to 5
Years
|
|
5 to 10
Years
|
|
More Than
10 Years
|
|
No Stated
Maturity
|
|
Total
|
||||||||||||
Amortized Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
U.S. Treasury securities
|
|
$
|
18,870
|
|
|
$
|
64,738
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
83,608
|
|
U.S. Government agency securities
|
|
2,331
|
|
|
6,437
|
|
|
2,003
|
|
|
—
|
|
|
—
|
|
|
10,771
|
|
||||||
Mortgage-backed securities issued by U.S. Government agencies
|
|
—
|
|
|
—
|
|
|
31,259
|
|
|
90,024
|
|
|
—
|
|
|
121,283
|
|
||||||
Mortgage-backed securities issued by U.S. Government sponsored enterprises
|
|
18
|
|
|
1,838
|
|
|
434,603
|
|
|
2,230,359
|
|
|
—
|
|
|
2,666,818
|
|
||||||
Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises
|
|
—
|
|
|
—
|
|
|
19,769
|
|
|
1,115,490
|
|
|
—
|
|
|
1,135,259
|
|
||||||
State and municipal securities
|
|
180
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
180
|
|
||||||
Corporate debt and other securities
|
|
—
|
|
|
—
|
|
|
15,000
|
|
|
2,000
|
|
|
3,320
|
|
|
20,320
|
|
||||||
Total amortized cost
|
|
$
|
21,399
|
|
|
$
|
73,013
|
|
|
$
|
502,634
|
|
|
$
|
3,437,873
|
|
|
$
|
3,320
|
|
|
$
|
4,038,239
|
|
Fair Value
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
U.S. Treasury securities
|
|
$
|
18,870
|
|
|
$
|
63,804
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
82,674
|
|
U.S. Government agency securities
|
|
2,360
|
|
|
6,459
|
|
|
2,043
|
|
|
—
|
|
|
—
|
|
|
10,862
|
|
||||||
Mortgage-backed securities issued by U.S. Government agencies
|
|
—
|
|
|
—
|
|
|
31,193
|
|
|
89,247
|
|
|
—
|
|
|
120,440
|
|
||||||
Mortgage-backed securities issued by U.S. Government sponsored enterprises
|
|
18
|
|
|
1,928
|
|
|
430,140
|
|
|
2,208,437
|
|
|
—
|
|
|
2,640,523
|
|
||||||
Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises
|
|
—
|
|
|
—
|
|
|
19,366
|
|
|
1,092,633
|
|
|
—
|
|
|
1,111,999
|
|
||||||
State and municipal securities
|
|
180
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
180
|
|
||||||
Corporate debt and other securities
|
|
—
|
|
|
—
|
|
|
15,294
|
|
|
1,935
|
|
|
3,162
|
|
|
20,391
|
|
||||||
Total fair value
|
|
$
|
21,428
|
|
|
$
|
72,191
|
|
|
$
|
498,036
|
|
|
$
|
3,392,252
|
|
|
$
|
3,162
|
|
|
$
|
3,987,069
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands)
|
|
2017
|
|
2016
|
|
2015
|
||||||
Proceeds from sales of investment securities available for sale
|
|
$
|
812,293
|
|
|
$
|
968,606
|
|
|
$
|
347,954
|
|
Gross realized gains on sales
(1)
|
|
$
|
7,942
|
|
|
$
|
9,586
|
|
|
$
|
4,356
|
|
Gross realized losses on sales
|
|
(8,231
|
)
|
|
(3,575
|
)
|
|
(1,587
|
)
|
|||
Investment securities (losses) gains, net
|
|
$
|
(289
|
)
|
|
$
|
6,011
|
|
|
$
|
2,769
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
||||||
(in thousands)
|
|
2017
|
|
2016
|
||||
Investment properties
|
|
$
|
5,670,065
|
|
|
$
|
5,869,261
|
|
1-4 family properties
|
|
781,619
|
|
|
888,553
|
|
||
Land and development
|
|
483,604
|
|
|
616,298
|
|
||
Total commercial real estate
|
|
6,935,288
|
|
|
7,374,112
|
|
||
Commercial, financial and agricultural
|
|
7,179,487
|
|
|
6,909,036
|
|
||
Owner-occupied
|
|
4,844,163
|
|
|
4,634,770
|
|
||
Total commercial and industrial
|
|
12,023,650
|
|
|
11,543,806
|
|
||
Home equity lines
|
|
1,514,227
|
|
|
1,617,265
|
|
||
Consumer mortgages
|
|
2,633,503
|
|
|
2,296,604
|
|
||
Credit cards
|
|
232,676
|
|
|
232,413
|
|
||
Other consumer loans
|
|
1,473,451
|
|
|
818,182
|
|
||
Total consumer
|
|
5,853,857
|
|
|
4,964,464
|
|
||
Total loans
|
|
24,812,795
|
|
|
23,882,382
|
|
||
Deferred fees and costs, net
|
|
(25,331
|
)
|
|
(25,991
|
)
|
||
Total loans, net of deferred fees and costs
|
|
$
|
24,787,464
|
|
|
$
|
23,856,391
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
As Of and For The Year Ended December 31, 2017
|
||||||||||||||
(in thousands)
|
|
Commercial Real Estate
|
|
Commercial & Industrial
|
|
Consumer
|
|
Total
|
||||||||
Allowance for loan losses
|
|
|
|
|
|
|
|
|
||||||||
Beginning balance
|
|
$
|
81,816
|
|
|
$
|
125,778
|
|
|
$
|
44,164
|
|
|
$
|
251,758
|
|
Charge-offs
|
|
(12,193
|
)
|
|
(49,244
|
)
|
|
(28,982
|
)
|
|
(90,419
|
)
|
||||
Recoveries
|
|
8,026
|
|
|
6,685
|
|
|
6,033
|
|
|
20,744
|
|
||||
Provision for loan losses
|
|
(2,651
|
)
|
|
43,584
|
|
|
26,252
|
|
|
67,185
|
|
||||
Ending balance
(4)
|
|
$
|
74,998
|
|
|
$
|
126,803
|
|
|
$
|
47,467
|
|
|
$
|
249,268
|
|
Ending balance: individually evaluated for impairment
|
|
$
|
4,240
|
|
|
$
|
9,515
|
|
|
$
|
1,153
|
|
|
$
|
14,908
|
|
Ending balance: collectively evaluated for impairment
|
|
$
|
70,758
|
|
|
$
|
117,288
|
|
|
$
|
46,314
|
|
|
$
|
234,360
|
|
Loans
|
|
|
|
|
|
|
|
|
||||||||
Ending balance: total loans
(1) (4)
|
|
$
|
6,935,288
|
|
|
$
|
12,023,650
|
|
|
$
|
5,853,857
|
|
|
$
|
24,812,795
|
|
Ending balance: individually evaluated for impairment
|
|
$
|
56,896
|
|
|
$
|
111,334
|
|
|
$
|
32,056
|
|
|
$
|
200,286
|
|
Ending balance: collectively evaluated for impairment
|
|
$
|
6,878,392
|
|
|
$
|
11,912,316
|
|
|
$
|
5,821,801
|
|
|
$
|
24,612,509
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
As Of and For The Year Ended December 31, 2016
|
||||||||||||||
(in thousands)
|
|
Commercial Real Estate
|
|
Commercial & Industrial
|
|
Consumer
|
|
Total
|
||||||||
Allowance for loan losses
|
|
|
|
|
|
|
|
|
||||||||
Beginning balance
|
|
$
|
87,133
|
|
|
$
|
122,989
|
|
|
$
|
42,374
|
|
|
$
|
252,496
|
|
Charge-offs
|
|
(18,216
|
)
|
|
(25,039
|
)
|
|
(14,705
|
)
|
|
(57,960
|
)
|
||||
Recoveries
|
|
15,226
|
|
|
9,071
|
|
|
4,925
|
|
|
29,222
|
|
||||
Provision for loan losses
|
|
(2,327
|
)
|
|
18,757
|
|
|
11,570
|
|
|
28,000
|
|
||||
Ending balance
(4)
|
|
$
|
81,816
|
|
|
$
|
125,778
|
|
|
$
|
44,164
|
|
|
$
|
251,758
|
|
Ending balance: individually evaluated for impairment
|
|
$
|
7,916
|
|
|
$
|
8,384
|
|
|
$
|
1,811
|
|
|
$
|
18,111
|
|
Ending balance: collectively evaluated for impairment
|
|
$
|
73,900
|
|
|
$
|
117,394
|
|
|
$
|
42,353
|
|
|
$
|
233,647
|
|
Loans
|
|
|
|
|
|
|
|
|
||||||||
Ending balance: total loans
(2) (4)
|
|
$
|
7,374,112
|
|
|
$
|
11,543,806
|
|
|
$
|
4,964,464
|
|
|
$
|
23,882,382
|
|
Ending balance: individually evaluated for impairment
|
|
$
|
91,410
|
|
|
$
|
120,560
|
|
|
$
|
37,526
|
|
|
$
|
249,496
|
|
Ending balance: collectively evaluated for impairment
|
|
$
|
7,282,702
|
|
|
$
|
11,423,246
|
|
|
$
|
4,926,938
|
|
|
$
|
23,632,886
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
As Of and For The Year Ended December 31, 2015
|
||||||||||||||
(in thousands)
|
|
Commercial Real Estate
|
|
Commercial & Industrial
|
|
Consumer
|
|
Total
|
||||||||
Allowance for loan losses
|
|
|
|
|
|
|
|
|
||||||||
Beginning balance
|
|
$
|
101,471
|
|
|
$
|
118,110
|
|
|
$
|
41,736
|
|
|
$
|
261,317
|
|
Allowance for loan losses of sold Memphis loans
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Charge-offs
|
|
(13,998
|
)
|
|
(22,583
|
)
|
|
(20,758
|
)
|
|
(57,339
|
)
|
||||
Recoveries
|
|
13,644
|
|
|
8,611
|
|
|
7,253
|
|
|
29,508
|
|
||||
Provision for loan losses
|
|
(13,984
|
)
|
|
18,851
|
|
|
14,143
|
|
|
19,010
|
|
||||
Ending balance
(4)
|
|
$
|
87,133
|
|
|
$
|
122,989
|
|
|
$
|
42,374
|
|
|
$
|
252,496
|
|
Ending balance: individually evaluated for impairment
|
|
$
|
18,969
|
|
|
$
|
10,477
|
|
|
$
|
989
|
|
|
$
|
30,435
|
|
Ending balance: collectively evaluated for impairment
|
|
$
|
68,164
|
|
|
$
|
112,512
|
|
|
$
|
41,385
|
|
|
$
|
222,061
|
|
Loans
|
|
|
|
|
|
|
|
|
||||||||
Ending balance: total loans
(3) (4)
|
|
$
|
7,394,768
|
|
|
$
|
10,772,130
|
|
|
$
|
4,292,766
|
|
|
$
|
22,459,664
|
|
Ending balance: individually evaluated for impairment
|
|
$
|
157,958
|
|
|
$
|
105,599
|
|
|
$
|
38,243
|
|
|
$
|
301,800
|
|
Ending balance: collectively evaluated for impairment
|
|
$
|
7,236,810
|
|
|
$
|
10,666,531
|
|
|
$
|
4,254,523
|
|
|
$
|
22,157,864
|
|
|
|
|
|
|
|
|
|
|
Impaired Loans (including accruing TDRs)
|
|
December 31, 2017
|
||||||||||||||||||
(in thousands)
|
|
Recorded Investment
|
|
Unpaid Principal Balance
|
|
Related Allowance
|
|
Average Recorded Investment
|
|
Interest Income Recognized
|
||||||||||
With no related allowance recorded
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Investment properties
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
123
|
|
|
$
|
—
|
|
1-4 family properties
|
|
—
|
|
|
—
|
|
|
—
|
|
|
323
|
|
|
—
|
|
|||||
Land and development
|
|
56
|
|
|
1,740
|
|
|
—
|
|
|
1,816
|
|
|
—
|
|
|||||
Total commercial real estate
|
|
56
|
|
|
1,740
|
|
|
—
|
|
|
2,262
|
|
|
—
|
|
|||||
Commercial, financial and agricultural
|
|
8,220
|
|
|
9,576
|
|
|
—
|
|
|
21,686
|
|
|
—
|
|
|||||
Owner-occupied
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,665
|
|
|
—
|
|
|||||
Total commercial and industrial
|
|
8,220
|
|
|
9,576
|
|
|
—
|
|
|
28,351
|
|
|
—
|
|
|||||
Home equity lines
|
|
2,746
|
|
|
2,943
|
|
|
—
|
|
|
1,205
|
|
|
—
|
|
|||||
Consumer mortgages
|
|
—
|
|
|
—
|
|
|
—
|
|
|
496
|
|
|
—
|
|
|||||
Credit cards
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other consumer loans
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total consumer
|
|
2,746
|
|
|
2,943
|
|
|
—
|
|
|
1,701
|
|
|
—
|
|
|||||
Total
|
|
11,022
|
|
|
14,259
|
|
|
—
|
|
|
32,314
|
|
|
—
|
|
|||||
With allowance recorded
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Investment properties
|
|
23,364
|
|
|
23,364
|
|
|
1,100
|
|
|
28,749
|
|
|
1,144
|
|
|||||
1-4 family properties
|
|
15,056
|
|
|
15,056
|
|
|
504
|
|
|
16,257
|
|
|
925
|
|
|||||
Land and development
|
|
18,420
|
|
|
18,476
|
|
|
2,636
|
|
|
23,338
|
|
|
404
|
|
|||||
Total commercial real estate
|
|
56,840
|
|
|
56,896
|
|
|
4,240
|
|
|
68,344
|
|
|
2,473
|
|
|||||
Commercial, financial and agricultural
|
|
65,715
|
|
|
65,851
|
|
|
7,406
|
|
|
50,468
|
|
|
1,610
|
|
|||||
Owner-occupied
|
|
37,399
|
|
|
37,441
|
|
|
2,109
|
|
|
40,498
|
|
|
1,382
|
|
|||||
Total commercial and industrial
|
|
103,114
|
|
|
103,292
|
|
|
9,515
|
|
|
90,966
|
|
|
2,992
|
|
|||||
Home equity lines
|
|
5,096
|
|
|
5,096
|
|
|
114
|
|
|
7,476
|
|
|
334
|
|
|||||
Consumer mortgages
|
|
18,668
|
|
|
18,668
|
|
|
569
|
|
|
19,144
|
|
|
896
|
|
|||||
Credit cards
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other consumer loans
|
|
5,546
|
|
|
5,546
|
|
|
470
|
|
|
4,765
|
|
|
266
|
|
|||||
Total consumer
|
|
29,310
|
|
|
29,310
|
|
|
1,153
|
|
|
31,385
|
|
|
1,496
|
|
|||||
Total
|
|
189,264
|
|
|
189,498
|
|
|
14,908
|
|
|
190,695
|
|
|
6,961
|
|
|||||
Total
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Investment properties
|
|
23,364
|
|
|
23,364
|
|
|
1,100
|
|
|
28,872
|
|
|
1,144
|
|
|||||
1-4 family properties
|
|
15,056
|
|
|
15,056
|
|
|
504
|
|
|
16,580
|
|
|
925
|
|
|||||
Land and development
|
|
18,476
|
|
|
20,216
|
|
|
2,636
|
|
|
25,154
|
|
|
404
|
|
|||||
Total commercial real estate
|
|
56,896
|
|
|
58,636
|
|
|
4,240
|
|
|
70,606
|
|
|
2,473
|
|
|||||
Commercial, financial and agricultural
|
|
73,935
|
|
|
75,427
|
|
|
7,406
|
|
|
72,154
|
|
|
1,610
|
|
|||||
Owner-occupied
|
|
37,399
|
|
|
37,441
|
|
|
2,109
|
|
|
47,163
|
|
|
1,382
|
|
|||||
Total commercial and industrial
|
|
111,334
|
|
|
112,868
|
|
|
9,515
|
|
|
119,317
|
|
|
2,992
|
|
|||||
Home equity lines
|
|
7,842
|
|
|
8,039
|
|
|
114
|
|
|
8,681
|
|
|
334
|
|
|||||
Consumer mortgages
|
|
18,668
|
|
|
18,668
|
|
|
569
|
|
|
19,640
|
|
|
896
|
|
|||||
Credit cards
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other consumer loans
|
|
5,546
|
|
|
5,546
|
|
|
470
|
|
|
4,765
|
|
|
266
|
|
|||||
Total consumer
|
|
32,056
|
|
|
32,253
|
|
|
1,153
|
|
|
33,086
|
|
|
1,496
|
|
|||||
Total impaired loans
|
|
$
|
200,286
|
|
|
$
|
203,757
|
|
|
$
|
14,908
|
|
|
$
|
223,009
|
|
|
$
|
6,961
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2016
|
||||||||||||||||||
(in thousands)
|
|
Recorded Investment
|
|
Unpaid Principal Balance
|
|
Related Allowance
|
|
Average Recorded Investment
|
|
Interest Income Recognized
|
||||||||||
With no related allowance recorded
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Investment properties
|
|
$
|
748
|
|
|
$
|
793
|
|
|
$
|
—
|
|
|
$
|
2,013
|
|
|
$
|
—
|
|
1-4 family properties
|
|
643
|
|
|
2,939
|
|
|
—
|
|
|
1,021
|
|
|
—
|
|
|||||
Land and development
|
|
2,099
|
|
|
7,243
|
|
|
—
|
|
|
6,769
|
|
|
—
|
|
|||||
Total commercial real estate
|
|
3,490
|
|
|
10,975
|
|
|
—
|
|
|
9,803
|
|
|
—
|
|
|||||
Commercial, financial and agricultural
|
|
17,958
|
|
|
20,577
|
|
|
—
|
|
|
6,321
|
|
|
—
|
|
|||||
Owner-occupied
|
|
5,508
|
|
|
7,377
|
|
|
—
|
|
|
8,394
|
|
|
—
|
|
|||||
Total commercial and industrial
|
|
23,466
|
|
|
27,954
|
|
|
—
|
|
|
14,715
|
|
|
—
|
|
|||||
Home equity lines
|
|
1,051
|
|
|
1,051
|
|
|
—
|
|
|
1,045
|
|
|
—
|
|
|||||
Consumer mortgages
|
|
744
|
|
|
814
|
|
|
—
|
|
|
870
|
|
|
—
|
|
|||||
Credit cards
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other consumer loans
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total consumer
|
|
1,795
|
|
|
1,865
|
|
|
—
|
|
|
1,915
|
|
|
—
|
|
|||||
Total
|
|
28,751
|
|
|
40,794
|
|
|
—
|
|
|
26,433
|
|
|
—
|
|
|||||
With allowance recorded
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Investment properties
|
|
31,489
|
|
|
31,489
|
|
|
2,044
|
|
|
42,659
|
|
|
1,436
|
|
|||||
1-4 family properties
|
|
23,642
|
|
|
23,649
|
|
|
769
|
|
|
39,864
|
|
|
855
|
|
|||||
Land and development
|
|
32,789
|
|
|
32,788
|
|
|
5,103
|
|
|
25,568
|
|
|
995
|
|
|||||
Total commercial real estate
|
|
87,920
|
|
|
87,926
|
|
|
7,916
|
|
|
108,091
|
|
|
3,286
|
|
|||||
Commercial, financial and agricultural
|
|
43,386
|
|
|
45,913
|
|
|
5,687
|
|
|
51,968
|
|
|
1,215
|
|
|||||
Owner-occupied
|
|
53,708
|
|
|
53,942
|
|
|
2,697
|
|
|
52,300
|
|
|
1,946
|
|
|||||
Total commercial and industrial
|
|
97,094
|
|
|
99,855
|
|
|
8,384
|
|
|
104,268
|
|
|
3,161
|
|
|||||
Home equity lines
|
|
9,638
|
|
|
9,638
|
|
|
971
|
|
|
9,668
|
|
|
432
|
|
|||||
Consumer mortgages
|
|
20,953
|
|
|
20,953
|
|
|
673
|
|
|
20,993
|
|
|
1,014
|
|
|||||
Credit cards
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other consumer loans
|
|
5,140
|
|
|
5,140
|
|
|
167
|
|
|
5,062
|
|
|
303
|
|
|||||
Total consumer
|
|
35,731
|
|
|
35,731
|
|
|
1,811
|
|
|
35,723
|
|
|
1,749
|
|
|||||
Total
|
|
220,745
|
|
|
223,512
|
|
|
18,111
|
|
|
248,082
|
|
|
8,196
|
|
|||||
Total
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Investment properties
|
|
32,237
|
|
|
32,282
|
|
|
2,044
|
|
|
44,672
|
|
|
1,436
|
|
|||||
1-4 family properties
|
|
24,285
|
|
|
26,588
|
|
|
769
|
|
|
40,885
|
|
|
855
|
|
|||||
Land and development
|
|
34,888
|
|
|
40,031
|
|
|
5,103
|
|
|
32,337
|
|
|
995
|
|
|||||
Total commercial real estate
|
|
91,410
|
|
|
98,901
|
|
|
7,916
|
|
|
117,894
|
|
|
3,286
|
|
|||||
Commercial, financial and agricultural
|
|
61,344
|
|
|
66,490
|
|
|
5,687
|
|
|
58,289
|
|
|
1,215
|
|
|||||
Owner-occupied
|
|
59,216
|
|
|
61,319
|
|
|
2,697
|
|
|
60,694
|
|
|
1,946
|
|
|||||
Total commercial and industrial
|
|
120,560
|
|
|
127,809
|
|
|
8,384
|
|
|
118,983
|
|
|
3,161
|
|
|||||
Home equity lines
|
|
10,689
|
|
|
10,689
|
|
|
971
|
|
|
10,713
|
|
|
432
|
|
|||||
Consumer mortgages
|
|
21,697
|
|
|
21,767
|
|
|
673
|
|
|
21,863
|
|
|
1,014
|
|
|||||
Credit cards
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other consumer loans
|
|
5,140
|
|
|
5,140
|
|
|
167
|
|
|
5,062
|
|
|
303
|
|
|||||
Total consumer
|
|
37,526
|
|
|
37,596
|
|
|
1,811
|
|
|
37,638
|
|
|
1,749
|
|
|||||
Total impaired loans
|
|
$
|
249,496
|
|
|
$
|
264,306
|
|
|
$
|
18,111
|
|
|
$
|
274,515
|
|
|
$
|
8,196
|
|
|
|
|
|
|
|
|
|
|
|
|
TDRs by Concession Type
|
|
||||||||||||||||||
|
Year Ended December 31, 2017
|
|
|||||||||||||||||
(in thousands, except contract data)
|
Number of Contracts
|
|
Principal Forgiveness
|
|
Below Market Interest Rate
|
|
Term Extensions and/or Other Concessions
|
|
Total
|
|
|||||||||
Investment properties
|
1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
121
|
|
|
$
|
121
|
|
|
1-4 family properties
|
35
|
|
|
—
|
|
|
2,786
|
|
|
2,040
|
|
|
4,826
|
|
|
||||
Land and development
|
6
|
|
|
—
|
|
|
157
|
|
|
1,614
|
|
|
1,771
|
|
|
||||
Total commercial real estate
|
42
|
|
|
—
|
|
|
2,943
|
|
|
3,775
|
|
|
6,718
|
|
|
||||
Commercial, financial and agricultural
|
56
|
|
|
—
|
|
|
9,434
|
|
|
12,145
|
|
|
21,579
|
|
|
||||
Owner-occupied
|
4
|
|
|
—
|
|
|
35
|
|
|
1,705
|
|
|
1,740
|
|
|
||||
Total commercial and industrial
|
60
|
|
|
—
|
|
|
9,469
|
|
|
13,850
|
|
|
23,319
|
|
|
||||
Home equity lines
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
||||
Consumer mortgages
|
11
|
|
|
—
|
|
|
2,539
|
|
|
1,190
|
|
|
3,729
|
|
|
||||
Credit cards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
||||
Other consumer loans
|
38
|
|
|
—
|
|
|
1,624
|
|
|
1,333
|
|
|
2,957
|
|
|
||||
Total consumer
|
49
|
|
|
—
|
|
|
4,163
|
|
|
2,523
|
|
|
6,686
|
|
|
||||
Total loans
|
151
|
|
|
$
|
—
|
|
|
$
|
16,575
|
|
|
$
|
20,148
|
|
|
$
|
36,723
|
|
(1)
|
|
|
|
|
|
|
|
|
|
|
|
TDRs by Concession Type
|
|
||||||||||||||||||
|
Year Ended December 31, 2016
|
|
|||||||||||||||||
(in thousands, except contract data)
|
Number of Contracts
|
|
Principal Forgiveness
|
|
Below Market Interest Rate
|
|
Term Extensions and/or Other Concessions
|
|
Total
|
|
|||||||||
Investment properties
|
4
|
|
|
$
|
—
|
|
|
$
|
1,825
|
|
|
$
|
3,518
|
|
|
$
|
5,343
|
|
|
1-4 family properties
|
39
|
|
|
—
|
|
|
5,499
|
|
|
1,488
|
|
|
6,987
|
|
|
||||
Land and development
|
14
|
|
|
—
|
|
|
—
|
|
|
4,099
|
|
|
4,099
|
|
|
||||
Total commercial real estate
|
57
|
|
|
—
|
|
|
7,324
|
|
|
9,105
|
|
|
16,429
|
|
|
||||
Commercial, financial and agricultural
|
63
|
|
|
—
|
|
|
17,509
|
|
|
7,160
|
|
|
24,669
|
|
|
||||
Owner-occupied
|
9
|
|
|
—
|
|
|
7,884
|
|
|
550
|
|
|
8,434
|
|
|
||||
Total commercial and industrial
|
72
|
|
|
—
|
|
|
25,393
|
|
|
7,710
|
|
|
33,103
|
|
|
||||
Home equity lines
|
5
|
|
|
—
|
|
|
225
|
|
|
123
|
|
|
348
|
|
|
||||
Consumer mortgages
|
7
|
|
|
—
|
|
|
413
|
|
|
51
|
|
|
464
|
|
|
||||
Credit cards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
||||
Other consumer loans
|
28
|
|
|
—
|
|
|
394
|
|
|
2,256
|
|
|
2,650
|
|
|
||||
Total consumer
|
40
|
|
|
—
|
|
|
1,032
|
|
|
2,430
|
|
|
3,462
|
|
|
||||
Total loans
|
169
|
|
|
$
|
—
|
|
|
$
|
33,749
|
|
|
$
|
19,245
|
|
|
$
|
52,994
|
|
(1)
|
|
|
|
|
|
|
|
|
|
|
|
TDRs by Concession Type
|
|
||||||||||||||||||
|
Year Ended December 31, 2015
|
|
|||||||||||||||||
(in thousands, except contract data)
|
Number of Contracts
|
|
Principal Forgiveness
|
|
Below Market Interest Rate
|
|
Term Extensions and/or Other Concessions
|
|
Total
|
|
|||||||||
Investment properties
|
11
|
|
|
$
|
—
|
|
|
$
|
25,052
|
|
|
$
|
6,973
|
|
|
$
|
32,025
|
|
|
1-4 family properties
|
43
|
|
|
14,823
|
|
|
4,667
|
|
|
2,763
|
|
|
22,253
|
|
|
||||
Land and development
|
12
|
|
|
—
|
|
|
614
|
|
|
1,532
|
|
|
2,146
|
|
|
||||
Total commercial real estate
|
66
|
|
|
14,823
|
|
|
30,333
|
|
|
11,268
|
|
|
56,424
|
|
|
||||
Commercial, financial and agricultural
|
91
|
|
|
29
|
|
|
3,191
|
|
|
6,477
|
|
|
9,697
|
|
|
||||
Owner-occupied
|
10
|
|
|
—
|
|
|
3,417
|
|
|
2,064
|
|
|
5,481
|
|
|
||||
Total commercial and industrial
|
101
|
|
|
29
|
|
|
6,608
|
|
|
8,541
|
|
|
15,178
|
|
|
||||
Home equity lines
|
53
|
|
|
—
|
|
|
2,826
|
|
|
2,905
|
|
|
5,731
|
|
|
||||
Consumer mortgages
|
15
|
|
|
—
|
|
|
1,011
|
|
|
895
|
|
|
1,906
|
|
|
||||
Credit cards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
||||
Other consumer loans
|
27
|
|
|
—
|
|
|
444
|
|
|
703
|
|
|
1,147
|
|
|
||||
Total consumer
|
95
|
|
|
—
|
|
|
4,281
|
|
|
4,503
|
|
|
8,784
|
|
|
||||
Total loans
|
262
|
|
|
$
|
14,852
|
|
|
$
|
41,222
|
|
|
$
|
24,312
|
|
|
$
|
80,386
|
|
(1)
|
|
|
|
|
|
|
|
|
|
|
|
Changes in Accumulated Other Comprehensive Income (Loss) by Component (Net of Income Taxes)
|
|||||||||||||||
(in thousands)
|
Net Unrealized
Gains (Losses) on Cash Flow Hedges
|
|
Net Unrealized
Gains (Losses) on Investment Securities Available for Sale
|
|
Post-Retirement Unfunded Health Benefit
|
|
Total
|
||||||||
Balance at December 31, 2014
|
$
|
(12,824
|
)
|
|
$
|
(713
|
)
|
|
$
|
932
|
|
|
$
|
(12,605
|
)
|
Other comprehensive income (loss) before reclassifications
|
—
|
|
|
(15,806
|
)
|
|
143
|
|
|
(15,663
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
320
|
|
|
(1,703
|
)
|
|
(168
|
)
|
|
(1,551
|
)
|
||||
Net current period other comprehensive income (loss)
|
320
|
|
|
(17,509
|
)
|
|
(25
|
)
|
|
(17,214
|
)
|
||||
Balance at December 31, 2015
|
$
|
(12,504
|
)
|
|
$
|
(18,222
|
)
|
|
$
|
907
|
|
|
$
|
(29,819
|
)
|
Other comprehensive income (loss) before reclassifications
|
—
|
|
|
(22,405
|
)
|
|
63
|
|
|
(22,342
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
287
|
|
|
(3,697
|
)
|
|
(88
|
)
|
|
(3,498
|
)
|
||||
Net current period other comprehensive income (loss)
|
287
|
|
|
(26,102
|
)
|
|
(25
|
)
|
|
(25,840
|
)
|
||||
Balance at December 31, 2016
|
$
|
(12,217
|
)
|
|
$
|
(44,324
|
)
|
|
$
|
882
|
|
|
$
|
(55,659
|
)
|
Other comprehensive income (loss) before reclassifications
|
—
|
|
|
676
|
|
|
38
|
|
|
714
|
|
||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
80
|
|
|
178
|
|
|
(67
|
)
|
|
191
|
|
||||
Net current period other comprehensive income (loss)
|
80
|
|
|
854
|
|
|
(29
|
)
|
|
905
|
|
||||
Balance at December 31, 2017
|
$
|
(12,137
|
)
|
|
$
|
(43,470
|
)
|
|
$
|
853
|
|
|
$
|
(54,754
|
)
|
|
|
|
|
|
|
|
|
(in thousands)
|
|
Useful Life
(in years)
|
|
2017
|
|
2016
|
||||
Land
|
|
Indefinite
|
|
$
|
96,759
|
|
|
$
|
97,080
|
|
Buildings and improvements
|
|
10 - 40
|
|
388,254
|
|
|
377,754
|
|
||
Leasehold improvements
|
|
10 - 40
|
|
38,970
|
|
|
41,355
|
|
||
Furniture and equipment
|
|
3 - 10
|
|
413,876
|
|
|
370,458
|
|
||
Construction in progress
|
|
|
|
15,956
|
|
|
29,104
|
|
||
Total premises and equipment
|
|
|
|
953,815
|
|
|
915,751
|
|
||
Less: Accumulated depreciation and amortization
|
|
|
|
(527,002
|
)
|
|
(498,266
|
)
|
||
Premises and equipment, net
|
|
|
|
$
|
426,813
|
|
|
$
|
417,485
|
|
|
|
|
|
|
|
|
(in thousands)
|
|
Trust Services Reporting Unit
|
|
Synovus Bank Reporting Unit
|
|
Total
|
||||||
Balance as of December 31, 2016
|
|
|
|
|
|
|
||||||
Goodwill
|
|
$
|
24,431
|
|
|
$
|
35,247
|
|
|
$
|
59,678
|
|
Accumulated impairment losses
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Measurement period adjustments
|
|
—
|
|
|
(2,363
|
)
|
|
(2,363
|
)
|
|||
Goodwill, net, as of December 31, 2017
|
|
$
|
24,431
|
|
|
$
|
32,884
|
|
|
$
|
57,315
|
|
|
|
|
|
|
|
|
(in thousands)
|
|
2017
|
|
2016
|
||||
Other intangibles
|
|
$
|
13,140
|
|
|
$
|
14,040
|
|
Accumulated amortization
|
|
(1,886
|
)
|
|
(817
|
)
|
||
Other intangibles, net
|
|
$
|
11,254
|
|
|
$
|
13,223
|
|
|
|
|
|
|
(in thousands)
|
|
2017
|
|
2016
|
||||
Cash surrender value of bank-owned life insurance
|
|
$
|
540,958
|
|
|
$
|
378,830
|
|
Federal Reserve Bank and FHLB stock
|
|
159,443
|
|
|
169,864
|
|
||
Accrued interest receivable
|
|
80,036
|
|
|
70,393
|
|
||
Investments in low income housing tax credit partnerships
|
|
60,068
|
|
|
26,495
|
|
||
Taxes receivable
(1)
|
|
46,330
|
|
|
2,611
|
|
||
Accounts receivable
|
|
43,878
|
|
|
29,821
|
|
||
Prepaid expenses
|
|
33,298
|
|
|
35,542
|
|
||
Private equity investments
|
|
15,771
|
|
|
25,493
|
|
||
Derivative asset positions
|
|
11,722
|
|
|
20,623
|
|
||
Other properties held for sale
|
|
7,825
|
|
|
14,830
|
|
||
SBA/GGL servicing assets, net
|
|
4,101
|
|
|
4,451
|
|
||
Miscellaneous other assets
|
|
32,081
|
|
|
34,267
|
|
||
Total other assets
|
|
$
|
1,035,511
|
|
|
$
|
813,220
|
|
|
|
|
|
|
(
in thousands)
|
|
2017
|
|
2016
|
||||
Interest bearing demand deposits
|
|
$
|
5,157,175
|
|
|
$
|
4,768,313
|
|
Money market accounts, excluding brokered deposits
|
|
7,435,941
|
|
|
7,251,093
|
|
||
Savings accounts
|
|
798,935
|
|
|
929,402
|
|
||
Time deposits, excluding brokered deposits
|
|
3,108,385
|
|
|
3,234,465
|
|
||
Brokered deposits
|
|
1,961,125
|
|
|
1,378,983
|
|
||
Total interest bearing deposits
|
|
$
|
18,461,561
|
|
|
$
|
17,562,256
|
|
|
|
|
|
|
(in thousands)
|
2017
|
|
2016
|
||||
Parent Company:
|
|
|
|
||||
3.125% senior notes, due November 1, 2022, $300 million par value at December 31, 2017 with semi-annual interest payments and principal to be paid at maturity
|
$
|
296,971
|
|
|
$
|
—
|
|
5.75% fixed to adjustable rate subordinated notes issued December 7, 2015, due December 15, 2025, $250 million par value with semi-annual interest payments at 5.75% for the first five years and quarterly payments thereafter at an adjustable rate equal to the then-current three month LIBOR rate + 418.2 basis points and principal to be paid at maturity
|
247,618
|
|
|
247,136
|
|
||
LIBOR + 1.80% debentures, due April 19, 2035, $10 million par value with quarterly interest payments and principal to be paid at maturity (rate of 3.39% at December 31, 2017 and 2.76% at December 31, 2016)
|
10,000
|
|
|
10,000
|
|
||
5.125% subordinated notes, matured June 15, 2017, $278.6 million par value at December 31, 2016
|
—
|
|
|
278,480
|
|
||
7.875% senior notes, due February 15, 2019, $300 million par value
|
—
|
|
|
297,763
|
|
||
Hedge-related basis adjustment
(1)
|
—
|
|
|
873
|
|
||
Total long-term debt — Parent Company
|
554,589
|
|
|
834,252
|
|
||
Synovus Bank:
|
|
|
|
||||
FHLB advances with interest and principal payments due at various maturity dates through 2022 and interest rates ranging from 1.42% to 1.43% at December 31, 2017 (weighted average interest rate of 1.43% and 0.64% at December 31, 2017 and 2016, respectively)
|
1,150,000
|
|
|
1,325,000
|
|
||
Capital lease with interest and principal payments due at various dates through 2031 (rate of 1.59% at both December 31, 2017 and 2016)
|
1,549
|
|
|
1,629
|
|
||
Total long-term debt — Synovus Bank
|
1,151,549
|
|
|
1,326,629
|
|
||
Total long-term debt
|
$
|
1,706,138
|
|
|
$
|
2,160,881
|
|
|
|
|
|
(in thousands)
|
Parent
Company
|
|
Synovus Bank
|
|
Total
|
||||||
2018
|
$
|
—
|
|
|
$
|
100,089
|
|
|
$
|
100,089
|
|
2019
|
—
|
|
|
90
|
|
|
90
|
|
|||
2020
|
—
|
|
|
350,092
|
|
|
350,092
|
|
|||
2021
|
—
|
|
|
450,096
|
|
|
450,096
|
|
|||
2022
|
300,000
|
|
|
250,107
|
|
|
550,107
|
|
|||
Thereafter
|
260,000
|
|
|
1,075
|
|
|
261,075
|
|
|||
Total
|
$
|
560,000
|
|
|
$
|
1,151,549
|
|
|
$
|
1,711,549
|
|
|
|
|
|
|
|
(dollars in thousands)
|
|
2017
|
|
2016
|
|
2015
|
||||||
Total balance at December 31,
|
|
$
|
161,190
|
|
|
$
|
159,699
|
|
|
$
|
177,025
|
|
Weighted average interest rate at December 31,
|
|
0.18
|
%
|
|
0.08
|
%
|
|
0.08
|
%
|
|||
Maximum month end balance during the year
|
|
$
|
225,475
|
|
|
$
|
286,175
|
|
|
$
|
250,453
|
|
Average amount outstanding during the year
|
|
184,093
|
|
|
216,593
|
|
|
205,305
|
|
|||
Weighted average interest rate during the year
|
|
0.11
|
%
|
|
0.09
|
%
|
|
0.08
|
%
|
|||
|
|
|
|
|
|
|
(shares in thousands)
|
Series C Preferred Stock Issued
|
|
Common
Stock
Issued
|
|
Treasury
Stock
Held
|
|
Common Stock Outstanding
|
||||
Balance at December 31, 2014
|
5,200
|
|
|
139,950
|
|
|
3,827
|
|
|
136,123
|
|
Restricted share unit activity
|
—
|
|
|
304
|
|
|
—
|
|
|
304
|
|
Stock options exercised
|
—
|
|
|
338
|
|
|
—
|
|
|
338
|
|
Repurchase of common stock
|
—
|
|
|
—
|
|
|
7,218
|
|
|
(7,218
|
)
|
Balance at December 31, 2015
|
5,200
|
|
|
140,592
|
|
|
11,045
|
|
|
129,547
|
|
Issuance of common stock for acquisition
|
—
|
|
|
821
|
|
|
—
|
|
|
821
|
|
Restricted share unit activity
|
—
|
|
|
316
|
|
|
—
|
|
|
316
|
|
Stock options exercised
|
—
|
|
|
297
|
|
|
—
|
|
|
297
|
|
Repurchase of common stock
|
—
|
|
|
—
|
|
|
8,715
|
|
|
(8,715
|
)
|
Balance at December 31, 2016
|
5,200
|
|
|
142,026
|
|
|
19,760
|
|
|
122,266
|
|
Issuance of common stock for earnout payment
|
—
|
|
|
118
|
|
|
—
|
|
|
118
|
|
Restricted share unit activity
|
—
|
|
|
336
|
|
|
—
|
|
|
336
|
|
Stock options exercised
|
—
|
|
|
198
|
|
|
—
|
|
|
198
|
|
Repurchase of common stock
|
—
|
|
|
—
|
|
|
4,021
|
|
|
(4,021
|
)
|
Balance at December 31, 2017
|
5,200
|
|
|
142,678
|
|
|
23,781
|
|
|
118,897
|
|
|
|
|
|
|
|
|
|
|
Actual
|
|
For Capital Adequacy Purposes
|
|
To Be Well Capitalized Under Prompt Corrective Action Provisions
(1)
|
||||||||||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||||||
Synovus Financial Corp.
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Common equity tier 1 capital
|
$
|
2,763,168
|
|
|
$
|
2,654,287
|
|
|
$
|
1,250,488
|
|
|
$
|
1,199,794
|
|
|
N/A
|
|
|
N/A
|
|
||
Tier 1 capital
|
2,872,001
|
|
|
2,685,880
|
|
|
1,660,074
|
|
|
1,599,725
|
|
|
N/A
|
|
|
N/A
|
|
||||||
Total risk-based capital
|
3,383,081
|
|
|
3,201,268
|
|
|
2,213,432
|
|
|
2,132,966
|
|
|
N/A
|
|
|
N/A
|
|
||||||
Common equity tier 1 capital ratio
|
9.99
|
%
|
|
9.96
|
%
|
|
4.50
|
%
|
|
4.50
|
%
|
|
N/A
|
|
|
N/A
|
|
||||||
Tier 1 capital ratio
|
10.38
|
|
|
10.07
|
|
|
6.00
|
|
|
6.00
|
|
|
N/A
|
|
|
N/A
|
|
||||||
Total risk-based capital ratio
|
12.23
|
|
|
12.01
|
|
|
8.00
|
|
|
8.00
|
|
|
N/A
|
|
|
N/A
|
|
||||||
Leverage ratio
|
9.19
|
|
|
8.99
|
|
|
4.00
|
|
|
4.00
|
|
|
N/A
|
|
|
N/A
|
|
||||||
Synovus Bank
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Common equity tier 1 capital
|
$
|
3,155,163
|
|
|
$
|
3,187,583
|
|
|
$
|
1,247,462
|
|
|
$
|
1,197,976
|
|
|
$
|
1,795,004
|
|
|
$
|
1,730,410
|
|
Tier 1 capital
|
3,155,163
|
|
|
3,187,583
|
|
|
1,656,927
|
|
|
1,597,302
|
|
|
2,209,236
|
|
|
2,129,736
|
|
||||||
Total risk-based capital
|
3,406,243
|
|
|
3,441,563
|
|
|
2,209,236
|
|
|
2,129,736
|
|
|
2,761,545
|
|
|
2,662,169
|
|
||||||
Common equity tier 1 capital ratio
|
11.43
|
%
|
|
11.97
|
%
|
|
4.50
|
%
|
|
4.50
|
%
|
|
6.50
|
%
|
|
6.50
|
%
|
||||||
Tier 1 capital ratio
|
11.43
|
|
|
11.97
|
|
|
6.00
|
|
|
6.00
|
|
|
8.00
|
|
|
8.00
|
|
||||||
Total risk-based capital ratio
|
12.33
|
|
|
12.93
|
|
|
8.00
|
|
|
8.00
|
|
|
10.00
|
|
|
10.00
|
|
||||||
Leverage ratio
|
10.12
|
|
|
10.68
|
|
|
4.00
|
|
|
4.00
|
|
|
5.00
|
|
|
5.00
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
Years Ended December 31,
|
||||||||||
(in thousands, except per share data)
|
2017
|
|
2016
|
|
2015
|
||||||
Net income
|
$
|
275,474
|
|
|
$
|
246,784
|
|
|
$
|
226,082
|
|
Dividends on preferred stock
|
10,238
|
|
|
10,238
|
|
|
10,238
|
|
|||
Net income available to common shareholders
|
$
|
265,236
|
|
|
$
|
236,546
|
|
|
$
|
215,844
|
|
Weighted average common shares outstanding
|
121,162
|
|
|
124,389
|
|
|
132,423
|
|
|||
Potentially dilutive shares from outstanding equity-based awards and Earnout Payments
|
850
|
|
|
689
|
|
|
778
|
|
|||
Weighted average diluted common shares
|
122,012
|
|
|
125,078
|
|
|
133,201
|
|
|||
Net income per common share, basic
|
$
|
2.19
|
|
|
$
|
1.90
|
|
|
$
|
1.63
|
|
Net income per common share, diluted
|
$
|
2.17
|
|
|
$
|
1.89
|
|
|
$
|
1.62
|
|
|
|
|
|
|
|
Level 1
|
Quoted prices (unadjusted) in active markets for identical assets and liabilities for the instrument or security to be valued. Level 1 assets include marketable equity securities, Treasury securities, and mutual funds.
|
Level 2
|
Observable inputs other than Level 1 quoted prices, such as quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active or model-based valuation techniques for which all significant assumptions are derived principally from or corroborated by observable market data. Level 2 assets and liabilities include debt securities with quoted prices that are traded less frequently than exchange-traded instruments and derivative contracts whose value is determined by using a pricing model with inputs that are observable in the market or can be derived principally from or corroborated by observable market data. U.S. Government sponsored agency securities, mortgage-backed securities issued by GSEs and agencies, obligations of states and municipalities, collateralized mortgage obligations issued by GSEs, and mortgage loans held for sale are generally included in this category.
|
Level 3
|
Unobservable inputs that are supported by little, if any, market activity for the asset or liability. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow models and similar techniques, and may also include the use of market prices of assets or liabilities that are not directly comparable to the subject asset or liability. These methods of valuation may result in a significant portion of the fair value being derived from unobservable assumptions that reflect Synovus' own estimates for assumptions that market participants would use in pricing the asset or liability. This category primarily includes collateral-dependent impaired loans, other loans held for sale, other real estate, certain corporate securities, private equity investments, GGL/SBA loan servicing assets, and the earnout liability.
|
|
December 31, 2017
|
||||||||||||||
(in thousands)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total Assets and Liabilities at Fair Value
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Trading securities:
|
|
|
|
|
|
|
|
||||||||
U.S. Government agency securities
|
$
|
—
|
|
|
$
|
3,002
|
|
|
$
|
—
|
|
|
$
|
3,002
|
|
Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises
|
—
|
|
|
296
|
|
|
—
|
|
|
296
|
|
||||
Other investments
|
522
|
|
|
—
|
|
|
—
|
|
|
522
|
|
||||
Total trading securities
|
522
|
|
|
3,298
|
|
|
—
|
|
|
3,820
|
|
||||
Mortgage loans held for sale
|
—
|
|
|
48,024
|
|
|
—
|
|
|
48,024
|
|
||||
Investment securities available for sale:
|
|
|
|
|
|
|
|
||||||||
U.S. Treasury securities
|
82,674
|
|
|
—
|
|
|
—
|
|
|
82,674
|
|
||||
U.S. Government agency securities
|
—
|
|
|
10,862
|
|
|
—
|
|
|
10,862
|
|
||||
Mortgage-backed securities issued by U.S. Government agencies
|
—
|
|
|
120,440
|
|
|
—
|
|
|
120,440
|
|
||||
Mortgage-backed securities issued by U.S. Government sponsored enterprises
|
—
|
|
|
2,640,523
|
|
|
—
|
|
|
2,640,523
|
|
||||
Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises
|
—
|
|
|
1,111,999
|
|
|
—
|
|
|
1,111,999
|
|
||||
State and municipal securities
|
—
|
|
|
180
|
|
|
—
|
|
|
180
|
|
||||
Corporate debt and other securities
(1)
|
3,162
|
|
|
15,294
|
|
|
1,935
|
|
|
20,391
|
|
||||
Total investment securities available for sale
|
85,836
|
|
|
3,899,298
|
|
|
1,935
|
|
|
3,987,069
|
|
||||
Private equity investments
|
—
|
|
|
—
|
|
|
15,771
|
|
|
15,771
|
|
||||
Mutual funds held in rabbi trusts
|
14,140
|
|
|
—
|
|
|
—
|
|
|
14,140
|
|
||||
GGL/SBA loans servicing asset
|
—
|
|
|
—
|
|
|
4,101
|
|
|
4,101
|
|
||||
Derivative assets:
|
|
|
|
|
|
|
|
||||||||
Interest rate contracts
|
—
|
|
|
10,786
|
|
|
—
|
|
|
10,786
|
|
||||
Mortgage derivatives
(2)
|
—
|
|
|
936
|
|
|
—
|
|
|
936
|
|
||||
Total derivative assets
|
—
|
|
|
11,722
|
|
|
—
|
|
|
11,722
|
|
||||
Liabilities
|
|
|
|
|
|
|
|
||||||||
Trading account liabilities
|
—
|
|
|
1,000
|
|
|
—
|
|
|
1,000
|
|
||||
Earnout liability
(3)
|
—
|
|
|
—
|
|
|
11,348
|
|
|
11,348
|
|
||||
Derivative liabilities:
|
|
|
|
|
|
|
|
||||||||
Interest rate contracts
|
—
|
|
|
12,638
|
|
|
—
|
|
|
12,638
|
|
||||
Mortgage derivatives
(2)
|
—
|
|
|
129
|
|
|
—
|
|
|
129
|
|
||||
Visa derivative
|
—
|
|
|
—
|
|
|
4,330
|
|
|
4,330
|
|
||||
Total derivative liabilities
|
—
|
|
|
12,767
|
|
|
4,330
|
|
|
17,097
|
|
||||
|
|
|
|
|
|
|
|
|
December 31, 2016
|
||||||||||||||
(in thousands)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total Assets and Liabilities at Fair Value
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Trading securities:
|
|
|
|
|
|
|
|
||||||||
Mortgage-backed securities issued by U.S. Government agencies
|
$
|
—
|
|
|
$
|
3,460
|
|
|
$
|
—
|
|
|
$
|
3,460
|
|
Collateralized mortgage obligations issued by U.S. Government sponsored enterprises
|
—
|
|
|
3,438
|
|
|
—
|
|
|
3,438
|
|
||||
State and municipal securities
|
—
|
|
|
426
|
|
|
—
|
|
|
426
|
|
||||
Other investments
|
1,890
|
|
|
100
|
|
|
—
|
|
|
1,990
|
|
||||
Total trading securities
|
1,890
|
|
|
7,424
|
|
|
—
|
|
|
9,314
|
|
||||
Mortgage loans held for sale
|
—
|
|
|
51,545
|
|
|
—
|
|
|
51,545
|
|
||||
Investment securities available for sale:
|
|
|
|
|
|
|
|
||||||||
U.S. Treasury securities
|
107,802
|
|
|
—
|
|
|
—
|
|
|
107,802
|
|
||||
U.S. Government agency securities
|
—
|
|
|
12,993
|
|
|
—
|
|
|
12,993
|
|
||||
Mortgage-backed securities issued by U.S. Government agencies
|
—
|
|
|
174,202
|
|
|
—
|
|
|
174,202
|
|
||||
Mortgage-backed securities issued by U.S. Government sponsored enterprises
|
—
|
|
|
2,506,340
|
|
|
—
|
|
|
2,506,340
|
|
||||
Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises
|
—
|
|
|
890,442
|
|
|
—
|
|
|
890,442
|
|
||||
State and municipal securities
|
—
|
|
|
2,794
|
|
|
—
|
|
|
2,794
|
|
||||
Equity securities
|
3,782
|
|
|
—
|
|
|
—
|
|
|
3,782
|
|
||||
Corporate debt and other securities
(1)
|
3,092
|
|
|
14,952
|
|
|
1,796
|
|
|
19,840
|
|
||||
Total investment securities available for sale
|
114,676
|
|
|
3,601,723
|
|
|
1,796
|
|
|
3,718,195
|
|
||||
Private equity investments
|
—
|
|
|
—
|
|
|
25,493
|
|
|
25,493
|
|
||||
Mutual funds held in rabbi trusts
|
11,479
|
|
|
—
|
|
|
—
|
|
|
11,479
|
|
||||
Derivative assets:
|
|
|
|
|
|
|
|
||||||||
Interest rate contracts
|
—
|
|
|
17,157
|
|
|
—
|
|
|
17,157
|
|
||||
Mortgage derivatives
(2)
|
—
|
|
|
3,466
|
|
|
—
|
|
|
3,466
|
|
||||
Total derivative assets
|
—
|
|
|
20,623
|
|
|
—
|
|
|
20,623
|
|
||||
Liabilities
|
|
|
|
|
|
|
|
||||||||
Earnout liability
(3)
|
—
|
|
|
—
|
|
|
14,000
|
|
|
14,000
|
|
||||
Derivative liabilities:
|
|
|
|
|
|
|
|
||||||||
Interest rate contracts
|
—
|
|
|
17,531
|
|
|
—
|
|
|
17,531
|
|
||||
Visa derivative
|
—
|
|
|
—
|
|
|
5,768
|
|
|
5,768
|
|
||||
Total derivative liabilities
|
—
|
|
|
17,531
|
|
|
5,768
|
|
|
23,299
|
|
||||
|
|
|
|
|
|
|
|
|
Twelve Months Ended December 31,
|
||||||||||
(in thousands)
|
2017
|
|
2016
|
|
2015
|
||||||
Changes in fair value included in net income:
|
|
|
|
|
|
||||||
Mortgage loans held for sale
|
$
|
754
|
|
|
$
|
(667
|
)
|
|
$
|
(742
|
)
|
Mortgage loans held for sale:
|
|
|
|
|
|
||||||
Fair value
|
48,024
|
|
|
51,545
|
|
|
59,275
|
|
|||
Unpaid principal balance
|
46,839
|
|
|
51,114
|
|
|
58,177
|
|
|||
Fair value less aggregate unpaid principal balance
|
$
|
1,185
|
|
|
$
|
431
|
|
|
$
|
1,098
|
|
|
|
|
|
|
|
|
2017
|
||||||||||||||||||
(in thousands)
|
Investment Securities Available for Sale
|
|
Private Equity Investments
|
|
Visa Derivative
|
|
Earnout Liability
(1)
|
|
GGL/SBA
Loans Servicing Asset
(2)
|
||||||||||
Beginning balance, January 1,
|
$
|
1,796
|
|
|
$
|
25,493
|
|
|
$
|
(5,768
|
)
|
|
$
|
(14,000
|
)
|
|
$
|
—
|
|
Total (losses) gains realized/unrealized:
|
|
|
|
|
|
|
|
|
|
||||||||||
Included in earnings
|
—
|
|
|
(3,093
|
)
|
|
—
|
|
|
(5,466
|
)
|
|
(1,681
|
)
|
|||||
Unrealized gains included in other comprehensive income
|
139
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Additions
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,330
|
|
|||||
Sales
|
—
|
|
|
(6,629
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Settlements
|
—
|
|
|
—
|
|
|
1,438
|
|
|
6,352
|
|
|
—
|
|
|||||
Transfer from amortization method to fair value
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,452
|
|
|||||
Measurement period adjustments related to Global One acquisition
|
—
|
|
|
—
|
|
|
—
|
|
|
1,766
|
|
|
—
|
|
|||||
Ending balance, December 31,
|
$
|
1,935
|
|
|
$
|
15,771
|
|
|
$
|
(4,330
|
)
|
|
$
|
(11,348
|
)
|
|
$
|
4,101
|
|
Total net (losses) for the year included in earnings attributable to the change in unrealized gains (losses) relating to assets and liabilities still held at December 31,
|
$
|
—
|
|
|
$
|
(3,093
|
)
|
|
$
|
—
|
|
|
$
|
(5,466
|
)
|
|
$
|
(1,681
|
)
|
|
|
|
|
|
|
|
|
|
|
|
2016
|
||||||||||||||
(in thousands)
|
Investment Securities Available for Sale
|
|
Private Equity Investments
|
|
Visa Derivative
|
|
Earnout Liability
(1)
|
||||||||
Beginning balance, January 1,
|
$
|
1,745
|
|
|
$
|
27,148
|
|
|
$
|
(1,415
|
)
|
|
$
|
—
|
|
Total gains (losses) realized/unrealized:
|
|
|
|
|
|
|
|
||||||||
Included in earnings
|
—
|
|
|
(1,026
|
)
|
|
(5,795
|
)
|
|
—
|
|
||||
Unrealized gains included in other comprehensive income
|
51
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Additions
|
—
|
|
|
—
|
|
|
—
|
|
|
(14,000
|
)
|
||||
Settlements
|
—
|
|
|
(629
|
)
|
|
1,442
|
|
|
—
|
|
||||
Ending balance, December 31,
|
$
|
1,796
|
|
|
$
|
25,493
|
|
|
$
|
(5,768
|
)
|
|
$
|
(14,000
|
)
|
Total net gains (losses) for the year included in earnings attributable to the change in unrealized gains (losses) relating to assets and liabilities still held at December 31,
|
$
|
—
|
|
|
$
|
(1,026
|
)
|
|
$
|
(5,795
|
)
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||
(dollars in thousands)
|
|
Valuation Technique
|
|
Significant Unobservable Input
|
|
Level 3 Fair Value
|
Range / Weighted Average
|
|
Level 3 Fair Value
|
Range / Weighted Average
|
||
Assets measured at
fair value on a
recurring basis
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
||
Investment Securities Available for Sale -
Other investments:
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
||
Trust preferred securities
|
|
Discounted cash flow analysis
|
|
Credit spread embedded in discount rate
|
|
$
|
1,935
|
|
398 bps
|
|
$1,796
|
442 bps
|
|
|
|
|
|
|
|
|
|
|
|
||
Private equity investments
|
|
Individual analysis of each investee company
|
|
Multiple factors, including but not limited to, current operations, financial condition, cash flows, evaluation of business management and financial plans, and recently executed financing transactions related to the investee companies
|
|
15,771
|
|
N/A
|
|
25,493
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
Discount for lack of liquidity
(1)
|
|
|
N/A
|
|
|
15%
|
||
|
|
|
|
|
|
|
|
|
|
|
||
GGL/SBA loans servicing asset
|
|
Discounted cash flow analysis
|
|
Discount rate
Prepayment speeds
|
|
4,101
|
|
13.16% 7.50%
|
|
N/A
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Earnout liability
|
|
Option pricing methods and Monte Carlo simulation
|
|
Financial projections of Global One
|
|
11,348
|
|
N/A
|
|
14,000
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Visa derivative liability
|
|
Discounted cash flow analysis
|
|
Estimated timing of resolution of covered litigation, future cumulative deposits to the litigation escrow for settlement of the Covered Litigation, and estimated future monthly fees payable to the derivative counterparty
|
|
4,330
|
|
1-4 years
|
|
5,768
|
1 - 5 years
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2017
|
|
Fair Value Adjustments
for the Year Ended December 31, 2017
|
||||||||||||
(in thousands)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
|||||||||
Impaired loans*
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,603
|
|
|
$
|
991
|
|
Other loans held for sale
|
—
|
|
|
—
|
|
|
10,197
|
|
|
13,004
|
|
||||
Other real estate
|
—
|
|
|
—
|
|
|
3,363
|
|
|
2,413
|
|
||||
Other assets held for sale
|
—
|
|
|
—
|
|
|
5,334
|
|
|
2,491
|
|
||||
|
|
|
|
|
|
|
|
||||||||
|
As of December 31, 2016
|
|
Fair Value Adjustments
for the Year Ended December 31, 2016
|
||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
|||||||||
Impaired loans*
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
21,742
|
|
|
$
|
6,613
|
|
Other real estate
|
—
|
|
|
—
|
|
|
19,305
|
|
|
1,223
|
|
||||
Other assets held for sale
|
—
|
|
|
—
|
|
|
12,083
|
|
|
5,715
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2017
|
|
December 31, 2016
|
|
|
Valuation Technique
|
|
Significant Unobservable Input
|
|
Range
(Weighted Average)
(1)
|
|
Range
(Weighted Average)
(1)
|
Assets measured at
fair value on a
non-recurring basis
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Collateral-dependent impaired loans
|
|
Third-party appraised value of collateral less estimated selling costs
|
|
Discount to appraised value
(2)
Estimated selling costs
|
|
0%-50% (15%) 0%-10% (7%)
|
|
0%-52% (25%) 0%-10% (7%)
|
|
|
|
|
|
|
|
|
|
Other loans held for sale
|
|
Third-party appraised value of collateral less estimated selling costs
|
|
Discount to appraised value
(2)
Estimated selling costs
|
|
5%-99% (54%) 0%-10% (2%)
|
|
N/A
|
|
|
|
|
|
|
|
|
|
Other real estate
|
|
Third-party appraised value of real estate less estimated selling costs
|
|
Discount to appraised value
(2)
Estimated selling costs
|
|
0%-85% (35%) 0%-10% (7%)
|
|
0%-10% (5%) 0%-10% (7%)
|
|
|
|
|
|
|
|
|
|
Other assets held for sale
|
|
Third-party appraised value less estimated selling costs or BOV
|
|
Discount to appraised value
(2)
Estimated selling costs
|
|
21%-52%(25%) 0%-10% (7%)
|
|
0%-81% (47%) 0%-10% (7%)
|
|
|
|
|
|
|
|
|
|
|
December 31, 2017
|
||||||||||||||||||
(in thousands)
|
Carrying Value
|
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||
Financial Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
397,848
|
|
|
$
|
397,848
|
|
|
$
|
397,848
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest bearing funds with Federal Reserve Bank
|
460,928
|
|
|
460,928
|
|
|
460,928
|
|
|
—
|
|
|
—
|
|
|||||
Interest earning deposits with banks
|
26,311
|
|
|
26,311
|
|
|
26,311
|
|
|
—
|
|
|
—
|
|
|||||
Federal funds sold and securities purchased under resale agreements
|
47,846
|
|
|
47,846
|
|
|
47,846
|
|
|
—
|
|
|
—
|
|
|||||
Trading account assets
|
3,820
|
|
|
3,820
|
|
|
522
|
|
|
3,298
|
|
|
—
|
|
|||||
Mortgage loans held for sale
|
48,024
|
|
|
48,024
|
|
|
—
|
|
|
48,024
|
|
|
—
|
|
|||||
Other loans held for sale
|
11,356
|
|
|
11,356
|
|
|
—
|
|
|
—
|
|
|
11,356
|
|
|||||
Investment securities available for sale
|
3,987,069
|
|
|
3,987,069
|
|
|
85,836
|
|
|
3,899,298
|
|
|
1,935
|
|
|||||
Private equity investments
|
15,771
|
|
|
15,771
|
|
|
—
|
|
|
—
|
|
|
15,771
|
|
|||||
Mutual funds held in rabbi trusts
|
14,140
|
|
|
14,140
|
|
|
14,140
|
|
|
—
|
|
|
—
|
|
|||||
Loans, net of deferred fees and costs
|
24,787,464
|
|
|
24,507,141
|
|
|
—
|
|
|
—
|
|
|
24,507,141
|
|
|||||
GGL/SBA loans servicing asset
|
4,101
|
|
|
4,101
|
|
|
—
|
|
|
—
|
|
|
4,101
|
|
|||||
Derivative assets
|
11,722
|
|
|
11,722
|
|
|
—
|
|
|
11,722
|
|
|
—
|
|
|||||
Financial Liabilities
|
|
|
|
|
|
|
|
|
|
||||||||||
Trading account liabilities
|
1,000
|
|
|
1,000
|
|
|
—
|
|
|
1,000
|
|
|
—
|
|
|||||
Non-interest bearing deposits
|
7,686,339
|
|
|
7,686,339
|
|
|
—
|
|
|
7,686,339
|
|
|
—
|
|
|||||
Interest bearing deposits
|
18,461,561
|
|
|
18,465,475
|
|
|
—
|
|
|
18,465,475
|
|
|
—
|
|
|||||
Federal funds purchased and securities sold under repurchase agreements
|
161,190
|
|
|
161,190
|
|
|
161,190
|
|
|
—
|
|
|
—
|
|
|||||
Long-term debt
|
1,706,138
|
|
|
1,721,814
|
|
|
—
|
|
|
1,721,814
|
|
|
—
|
|
|||||
Earnout liability
|
11,348
|
|
|
11,348
|
|
|
—
|
|
|
—
|
|
|
11,348
|
|
|||||
Derivative liabilities
|
17,097
|
|
|
17,097
|
|
|
—
|
|
|
12,767
|
|
|
4,330
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
December 31, 2016
|
||||||||||||||||||
(in thousands)
|
Carrying Value
|
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||
Financial assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
395,175
|
|
|
$
|
395,175
|
|
|
$
|
395,175
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest bearing funds with Federal Reserve Bank
|
527,090
|
|
|
527,090
|
|
|
527,090
|
|
|
—
|
|
|
—
|
|
|||||
Interest earning deposits with banks
|
18,720
|
|
|
18,720
|
|
|
18,720
|
|
|
—
|
|
|
—
|
|
|||||
Federal funds sold and securities purchased under resale agreements
|
58,060
|
|
|
58,060
|
|
|
58,060
|
|
|
—
|
|
|
—
|
|
|||||
Trading account assets
|
9,314
|
|
|
9,314
|
|
|
1,890
|
|
|
7,424
|
|
|
—
|
|
|||||
Mortgage loans held for sale
|
51,545
|
|
|
51,545
|
|
|
—
|
|
|
51,545
|
|
|
—
|
|
|||||
Investment securities available for sale
|
3,718,195
|
|
|
3,718,195
|
|
|
114,676
|
|
|
3,601,723
|
|
|
1,796
|
|
|||||
Private equity investments
|
25,493
|
|
|
25,493
|
|
|
—
|
|
|
—
|
|
|
25,493
|
|
|||||
Mutual funds held in Rabbi Trusts
|
11,479
|
|
|
11,479
|
|
|
11,479
|
|
|
—
|
|
|
—
|
|
|||||
Loans, net of deferred fees and costs
|
23,856,391
|
|
|
23,709,434
|
|
|
—
|
|
|
—
|
|
|
23,709,434
|
|
|||||
Derivative assets
|
20,623
|
|
|
20,623
|
|
|
—
|
|
|
20,623
|
|
|
—
|
|
|||||
Financial liabilities
|
|
|
|
|
|
|
|
|
|
||||||||||
Non-interest bearing deposits
|
7,085,804
|
|
|
7,085,804
|
|
|
—
|
|
|
7,085,804
|
|
|
—
|
|
|||||
Interest bearing deposits
|
17,562,256
|
|
|
17,560,021
|
|
|
—
|
|
|
17,560,021
|
|
|
—
|
|
|||||
Federal funds purchased and securities sold under repurchase agreements
|
159,699
|
|
|
159,699
|
|
|
159,699
|
|
|
—
|
|
|
—
|
|
|||||
Long-term debt
|
2,160,881
|
|
|
2,217,544
|
|
|
—
|
|
|
2,217,544
|
|
|
—
|
|
|||||
Earnout liability
|
14,000
|
|
|
14,000
|
|
|
—
|
|
|
—
|
|
|
14,000
|
|
|||||
Derivative liabilities
|
23,299
|
|
|
23,299
|
|
|
—
|
|
|
17,531
|
|
|
5,768
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
Fair Value of Derivative Assets
|
|
Fair Value of Derivative Liabilities
|
||||||||||||||||
|
|
|
December 31,
|
|
|
|
December 31,
|
||||||||||||
(in thousands)
|
Location on Consolidated Balance Sheet
|
|
2017
|
|
2016
|
|
Location on Consolidated Balance Sheet
|
|
2017
|
|
2016
|
||||||||
Derivatives not designated
as hedging instruments:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Interest rate contracts
|
Other assets
|
|
$
|
10,786
|
|
|
$
|
17,157
|
|
|
Other liabilities
|
|
$
|
12,638
|
|
|
$
|
17,531
|
|
Mortgage derivatives
|
Other assets
|
|
936
|
|
|
3,466
|
|
|
Other liabilities
|
|
129
|
|
|
—
|
|
||||
Visa derivative
|
|
|
—
|
|
|
—
|
|
|
Other liabilities
|
|
4,330
|
|
|
5,768
|
|
||||
Total derivatives not designated as hedging instruments
|
|
|
$
|
11,722
|
|
|
$
|
20,623
|
|
|
|
|
$
|
17,097
|
|
|
$
|
23,299
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative
|
||||||||||||
|
|
|
Gain (Loss) Recognized in Income
|
||||||||||
|
|
|
Years Ended December 31,
|
||||||||||
(in thousands)
|
Location of Gain (Loss) Recognized in Income
|
|
2017
|
|
2016
|
|
2015
|
||||||
Derivatives not designated as hedging instruments
|
|
|
|
|
|
|
|
||||||
Interest rate contracts
(1)
|
Other Non-
Interest Income
|
|
$
|
20
|
|
|
$
|
76
|
|
|
$
|
44
|
|
Mortgage derivatives
(2)
|
Mortgage
Banking Income
|
|
(2,659
|
)
|
|
1,907
|
|
|
1,099
|
|
|||
Total
|
|
|
$
|
(2,639
|
)
|
|
$
|
1,983
|
|
|
$
|
1,143
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
2016
|
||||
(in thousands)
|
|
|
|
|
||||
Proportional amortization method investments included in other assets
|
|
$
|
58,343
|
|
|
$
|
—
|
|
Equity method investments included in other assets
|
|
1,725
|
|
|
26,495
|
|
||
Cumulative equity investments in LIHTC partnerships
|
|
46,659
|
|
|
34,065
|
|
||
Unfunded commitments included in other liabilities
|
|
39,994
|
|
|
17,420
|
|
||
Short-term construction loans and letter of credit commitments
|
|
7,180
|
|
|
—
|
|
||
Funded portion of short-term loans and letters of credit
|
|
—
|
|
|
—
|
|
|
|
Years Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
(in thousands)
|
|
|
|
|
|
|
||||||
Proportional amortization expense recognized as a component of income tax expense
|
|
$
|
1,820
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Income (loss) from equity method investments recognized as a component of non-interest income
|
|
(1,648
|
)
|
|
389
|
|
|
553
|
|
|
|
2017
|
|
2016
|
||||
(in thousands)
|
|
|
|
|
||||
Equity method investments included in other assets
|
|
$
|
6,468
|
|
|
$
|
6,822
|
|
Unfunded commitments included in other liabilities
|
|
—
|
|
|
—
|
|
|
|
Years Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
(in thousands)
|
|
|
|
|
|
|
||||||
Income from equity method investments recognized as a component of non-interest income
|
|
$
|
1,584
|
|
|
$
|
1,040
|
|
|
$
|
1,212
|
|
Stock Options
|
|
|
|
|
|
|||||||||||||||
|
2017
|
|
2016
|
|
2015
|
|||||||||||||||
|
Shares
|
|
Weighted-Average Exercise Price
|
|
Shares
|
|
Weighted-Average Exercise Price
|
|
Shares
|
|
Weighted-Average Exercise Price
|
|||||||||
Outstanding at beginning of year
|
973,361
|
|
|
$
|
17.76
|
|
|
1,741,975
|
|
|
$
|
37.88
|
|
|
2,550,046
|
|
|
$
|
45.11
|
|
Options exercised
|
(197,631
|
)
|
|
17.41
|
|
|
(297,225
|
)
|
|
17.35
|
|
|
(338,808
|
)
|
|
16.72
|
|
|||
Options forfeited
|
—
|
|
|
—
|
|
|
(1,597
|
)
|
|
17.64
|
|
|
(12,825
|
)
|
|
17.17
|
|
|||
Options expired/canceled
|
—
|
|
|
—
|
|
|
(469,792
|
)
|
|
92.62
|
|
|
(456,438
|
)
|
|
94.56
|
|
|||
Options outstanding at end of year
|
775,730
|
|
|
$
|
17.85
|
|
|
973,361
|
|
|
$
|
17.76
|
|
|
1,741,975
|
|
|
$
|
37.88
|
|
Options exercisable at end of year
|
775,730
|
|
|
$
|
17.85
|
|
|
973,361
|
|
|
$
|
17.76
|
|
|
1,504,783
|
|
|
$
|
41.08
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
2016
|
|
2015
|
|||
Risk-free interest rate
|
|
1.48
|
%
|
|
0.81
|
%
|
|
1.05
|
%
|
Expected stock price volatility
|
|
22.9
|
|
|
25.7
|
|
|
26.4
|
|
Dividend yield
|
|
1.2
|
|
|
1.8
|
|
|
1.4
|
|
Simulation period
|
|
3.0 years
|
|
|
3.0 years
|
|
|
3.0 years
|
|
|
|
|
|
|
|
|
Restricted Share Units
|
|
|
|
|||
|
Share Units
|
|
Weighted-Average Grant Date Fair Value
|
|||
Outstanding at December 31, 2014
|
882,823
|
|
|
$
|
19.81
|
|
Granted
|
321,874
|
|
|
28.09
|
||
Dividend equivalents granted
|
9,810
|
|
|
28.09
|
||
Vested
|
(428,121
|
)
|
|
17.48
|
||
Forfeited
|
(23,619
|
)
|
|
24.60
|
||
Outstanding at December 31, 2015
|
762,767
|
|
|
24.57
|
|
|
Granted
|
350,458
|
|
|
26.43
|
|
|
Dividend equivalents granted
|
11,105
|
|
|
26.43
|
|
|
Vested
|
(406,496
|
)
|
|
23.10
|
|
|
Forfeited
|
(12,067
|
)
|
|
23.96
|
|
|
Outstanding at December 31, 2016
|
705,767
|
|
|
26.38
|
|
|
Granted
|
242,804
|
|
|
41.82
|
|
|
Dividend equivalents granted
|
5,839
|
|
|
41.82
|
|
|
Vested
|
(341,825
|
)
|
|
26.25
|
|
|
Forfeited
|
(46,637
|
)
|
|
26.28
|
|
|
Outstanding at December 31, 2017
|
565,948
|
|
|
$
|
33.25
|
|
|
|
|
|
Market Restricted Share Units
|
|
|
|
|||
|
Share Units
|
|
Weighted-Average Grant Date Fair Value
|
|||
Outstanding at December 31, 2014
|
118,186
|
|
|
$
|
24.33
|
|
Granted
|
82,152
|
|
|
29.39
|
|
|
Dividend equivalents granted
|
2,221
|
|
|
29.05
|
|
|
Quantity change by TSR factor
|
4,838
|
|
|
24.33
|
|
|
Vested
|
(49,149
|
)
|
|
24.34
|
|
|
Outstanding at December 31, 2015
|
158,248
|
|
|
27.02
|
|
|
Granted
|
93,913
|
|
|
26.93
|
|
|
Dividend equivalents granted
|
3,095
|
|
|
26.93
|
|
|
Quantity change by TSR factor
|
9,970
|
|
|
26.93
|
|
|
Vested
|
(82,817
|
)
|
|
26.40
|
|
|
Outstanding at December 31, 2016
|
182,409
|
|
|
27.25
|
|
|
Granted
|
78,174
|
|
|
43.52
|
|
|
Dividend equivalents granted
|
2,811
|
|
|
43.52
|
|
|
Quantity change by TSR factor
|
22,182
|
|
|
27.25
|
|
|
Vested
|
(114,013
|
)
|
|
26.78
|
|
|
Outstanding at December 31, 2017
|
171,563
|
|
|
$
|
35.24
|
|
|
|
|
|
Performance Share Units
|
|
|
|
|||
|
Share Units
|
|
Weighted-Average Grant Date Fair Value
|
|||
Outstanding at December 31, 2014
|
67,675
|
|
|
$
|
23.47
|
|
Granted
|
82,152
|
|
|
28.06
|
|
|
Dividend equivalents granted
|
1,740
|
|
|
28.06
|
|
|
Outstanding at December 31, 2015
|
151,567
|
|
|
26.01
|
|
|
Granted
|
83,529
|
|
|
25.95
|
|
|
Dividend equivalents granted
|
3,384
|
|
|
25.95
|
|
|
Outstanding at December 31, 2016
|
238,480
|
|
|
25.99
|
|
|
Granted
|
72,825
|
|
|
41.61
|
|
|
Dividend equivalents granted
|
2,562
|
|
|
41.61
|
|
|
Vested
|
(69,326
|
)
|
|
23.47
|
|
|
Outstanding at December 31, 2017
|
244,541
|
|
|
$
|
31.54
|
|
|
|
|
|
Plan Category
|
|
(a) Number of Securities to be Issued
Upon Vesting of Restricted
Share Units, Market
Restricted Share Units, and Performance Share Units
(1)
|
|
(b) Number of Securities to be Issued
Upon Exercise of Outstanding Options
|
|
(c) Weighted-Average
Exercise Price of
Outstanding Options in Column (b)
|
|
(d) Number of Shares Remaining Available for Issuance Excluding Shares Reflected in Columns (a) and (b)
|
|||||
Shareholder approved equity compensation plans for shares of Synovus stock
|
|
982,052
|
|
|
775,730
|
|
|
$
|
17.85
|
|
|
5,671,680
|
|
|
|
|
|
|
|
|
|
|
(in thousands)
|
2017
|
|
2016
|
|
2015
|
||||||
Current
|
|
|
|
|
|
||||||
Federal
|
$
|
(32,341
|
)
|
|
$
|
7,329
|
|
|
$
|
6,163
|
|
State
|
5,949
|
|
|
5,501
|
|
|
4,424
|
|
|||
Total current income tax expense (benefit)
|
(26,392
|
)
|
|
12,830
|
|
|
10,587
|
|
|||
Deferred
|
|
|
|
|
|
||||||
Federal
|
229,917
|
|
|
117,463
|
|
|
108,877
|
|
|||
State
|
1,139
|
|
|
11,374
|
|
|
13,027
|
|
|||
Total deferred income tax expense
|
231,056
|
|
|
128,837
|
|
|
121,904
|
|
|||
Total income tax expense
|
$
|
204,664
|
|
|
$
|
141,667
|
|
|
$
|
132,491
|
|
|
|
|
|
|
|
|
Years Ended December 31,
|
||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2015
|
||||||
Income tax expense at statutory federal income tax rate
|
$
|
168,048
|
|
|
$
|
135,957
|
|
|
$
|
125,501
|
|
Increase (decrease) resulting from:
|
|
|
|
|
|
||||||
State income tax expense, net of federal income tax benefit
|
11,961
|
|
|
13,256
|
|
|
12,870
|
|
|||
Provisional tax adjustment related to reduction in U.S. federal statutory income tax rate
(1)(2)
|
46,573
|
|
|
—
|
|
|
—
|
|
|||
LIHTC amortization, net of tax benefits
|
268
|
|
|
—
|
|
|
—
|
|
|||
Tax-exempt income
|
(719
|
)
|
|
(825
|
)
|
|
(835
|
)
|
|||
Tax benefit from share-based compensation
|
(4,318
|
)
|
|
—
|
|
|
—
|
|
|||
Bank-owned life insurance
|
(4,702
|
)
|
|
(3,402
|
)
|
|
(2,885
|
)
|
|||
Change in valuation allowance
(3)
|
(6,227
|
)
|
|
(2,055
|
)
|
|
(589
|
)
|
|||
General business tax credits
(4)
|
(6,546
|
)
|
|
(1,213
|
)
|
|
(1,173
|
)
|
|||
Other, net
|
326
|
|
|
(51
|
)
|
|
(398
|
)
|
|||
Total income tax expense
|
$
|
204,664
|
|
|
$
|
141,667
|
|
|
$
|
132,491
|
|
Effective tax rate
|
42.6
|
%
|
|
36.5
|
%
|
|
36.9
|
%
|
|||
|
|
|
|
|
|
(in thousands)
|
2017
|
|
2016
|
||||
Deferred tax assets
|
|
|
|
||||
Allowance for loan losses
|
$
|
66,034
|
|
|
$
|
100,419
|
|
Net operating loss carryforwards
|
41,059
|
|
|
167,072
|
|
||
Tax credit carryforwards
|
19,175
|
|
|
67,031
|
|
||
Employee benefits and deferred compensation
|
18,333
|
|
|
26,183
|
|
||
Net unrealized losses on investment securities available for sale
|
13,253
|
|
|
19,413
|
|
||
Deferred revenue
|
12,311
|
|
|
18,639
|
|
||
Non-performing loan interest
|
10,388
|
|
|
19,137
|
|
||
Other
|
8,892
|
|
|
14,600
|
|
||
Total gross deferred tax assets
|
189,445
|
|
|
432,494
|
|
||
Less valuation allowance
|
(3,431
|
)
|
|
(9,658
|
)
|
||
Total deferred tax assets
|
186,014
|
|
|
422,836
|
|
||
Deferred tax liabilities
|
|
|
|
||||
Other properties held for sale
|
(5,447
|
)
|
|
(8,179
|
)
|
||
Excess tax over financial statement depreciation
|
(6,628
|
)
|
|
(5,343
|
)
|
||
Other
|
(8,151
|
)
|
|
(13,958
|
)
|
||
Total gross deferred tax liabilities
|
(20,226
|
)
|
|
(27,480
|
)
|
||
Net deferred tax asset
|
$
|
165,788
|
|
|
$
|
395,356
|
|
|
|
|
|
Tax Carryforwards
|
As of December 31, 2017
|
||||||||||||||||
(in thousands)
|
Expiration Dates
|
|
Deferred
Tax Asset Balance (2)
|
|
Valuation Allowance
|
|
Net Deferred Tax Asset Balance
|
|
Pre-Tax Earnings Necessary to Realize
(1)
|
||||||||
Net operating losses - states
|
2023-2027
|
|
$
|
1,688
|
|
|
$
|
—
|
|
|
$
|
1,688
|
|
|
$
|
1,018,310
|
|
Net operating losses - states
|
2028-2032
|
|
48,430
|
|
|
—
|
|
|
48,430
|
|
|
1,093,946
|
|
||||
Net operating losses - states
|
2033-2035
|
|
360
|
|
|
—
|
|
|
360
|
|
|
7,584
|
|
||||
Other credits - states
|
2018-2022
|
|
18,381
|
|
|
(3,431
|
)
|
|
14,950
|
|
|
N/A
|
|
||||
Other credits - states
|
2023-2027
|
|
207
|
|
|
—
|
|
|
207
|
|
|
N/A
|
|
||||
Other credits - states
|
None
|
|
587
|
|
|
—
|
|
|
587
|
|
|
N/A
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
Years Ended December 31,
|
||||||||||
(in thousands)
|
2017
|
|
2016
|
|
2015
|
||||||
Balance at January 1,
|
$
|
14,745
|
|
|
$
|
12,745
|
|
|
$
|
13,023
|
|
Additions based on income tax positions related to current year
|
152
|
|
|
—
|
|
|
—
|
|
|||
Additions for income tax positions of prior years *
|
934
|
|
|
1,811
|
|
|
8
|
|
|||
Additions from acquisition
|
—
|
|
|
608
|
|
|
—
|
|
|||
Reductions for income tax positions of prior years
|
(706
|
)
|
|
—
|
|
|
—
|
|
|||
Statute of limitation expirations
|
(8
|
)
|
|
(419
|
)
|
|
(286
|
)
|
|||
Settlements
|
—
|
|
|
—
|
|
|
—
|
|
|||
Balance at December 31,
|
$
|
15,117
|
|
|
$
|
14,745
|
|
|
$
|
12,745
|
|
|
|
|
|
|
|
Condensed Balance Sheets
|
|
||||||
|
December 31,
|
||||||
(in thousands)
|
2017
|
|
2016
|
||||
Assets
|
|
|
|
||||
Cash due from bank subsidiary
|
$
|
191,275
|
|
|
$
|
234,339
|
|
Funds due from other depository institutions
(1)
|
19,911
|
|
|
19,911
|
|
||
Investment in consolidated bank subsidiary, at equity
|
3,232,129
|
|
|
3,319,980
|
|
||
Investment in consolidated nonbank subsidiaries, at equity
|
40,731
|
|
|
71,335
|
|
||
Notes receivable from nonbank subsidiaries
|
—
|
|
|
35,200
|
|
||
Other assets
|
69,762
|
|
|
101,346
|
|
||
Total assets
|
$
|
3,553,808
|
|
|
$
|
3,782,111
|
|
Liabilities and Shareholders' Equity
|
|
|
|
||||
Liabilities:
|
|
|
|
||||
Long-term debt
|
$
|
554,589
|
|
|
$
|
834,252
|
|
Other liabilities
|
37,653
|
|
|
19,935
|
|
||
Total liabilities
|
592,242
|
|
|
854,187
|
|
||
Shareholders’ equity:
|
|
|
|
||||
Series C Preferred Stock
|
125,980
|
|
|
125,980
|
|
||
Common stock
|
142,678
|
|
|
142,026
|
|
||
Additional paid-in capital
|
3,043,129
|
|
|
3,028,405
|
|
||
Treasury stock
|
(839,674
|
)
|
|
(664,595
|
)
|
||
Accumulated other comprehensive loss, net
|
(54,754
|
)
|
|
(55,659
|
)
|
||
Retained earnings
|
544,207
|
|
|
351,767
|
|
||
Total shareholders’ equity
|
2,961,566
|
|
|
2,927,924
|
|
||
Total liabilities and shareholders’ equity
|
$
|
3,553,808
|
|
|
$
|
3,782,111
|
|
|
|
|
|
Condensed Statements of Income
|
|
||||||||||
|
Years Ended December 31,
|
||||||||||
(in thousands)
|
2017
|
|
2016
|
|
2015
|
||||||
Income
|
|
|
|
|
|
||||||
Cash dividends received from subsidiaries
(1)
|
$
|
283,210
|
|
|
$
|
325,000
|
|
|
$
|
199,904
|
|
Cash distributions received from subsidiaries
(1)
|
167,790
|
|
|
—
|
|
|
25,096
|
|
|||
Interest income
|
1,443
|
|
|
2,565
|
|
|
8,865
|
|
|||
Other income
|
345
|
|
|
4,595
|
|
|
(337
|
)
|
|||
Total income
|
452,788
|
|
|
332,160
|
|
|
233,528
|
|
|||
Expenses
|
|
|
|
|
|
||||||
Interest expense
|
43,922
|
|
|
52,831
|
|
|
46,585
|
|
|||
Other expenses
|
33,955
|
|
|
20,652
|
|
|
10,516
|
|
|||
Total expenses
|
77,877
|
|
|
73,483
|
|
|
57,101
|
|
|||
Income before income taxes and equity in undistributed
(loss) income of subsidiaries
|
374,911
|
|
|
258,677
|
|
|
176,427
|
|
|||
Allocated income tax benefit
|
(30,421
|
)
|
|
(25,628
|
)
|
|
(18,808
|
)
|
|||
Income before equity in undistributed (loss) income of subsidiaries
|
405,332
|
|
|
284,305
|
|
|
195,235
|
|
|||
Equity in undistributed (loss) income of subsidiaries
|
(129,858
|
)
|
|
(37,521
|
)
|
|
30,847
|
|
|||
Net income
|
275,474
|
|
|
246,784
|
|
|
226,082
|
|
|||
Dividends on preferred stock
|
10,238
|
|
|
10,238
|
|
|
10,238
|
|
|||
Net income available to common shareholders
|
$
|
265,236
|
|
|
$
|
236,546
|
|
|
$
|
215,844
|
|
|
|
|
|
|
|
Condensed Statements of Comprehensive Income
|
|||||||||||||||||||||||||||||||||||
|
December 31, 2017
|
|
December 31, 2016
|
|
December 31, 2015
|
||||||||||||||||||||||||||||||
(in thousands)
|
Before-tax Amount
|
|
Tax (Expense) Benefit
|
|
Net of Tax Amount
|
|
Before-tax Amount
|
|
Tax (Expense) Benefit
|
|
Net of Tax Amount
|
|
Before-tax Amount
|
|
Tax (Expense) Benefit
|
|
Net of Tax Amount
|
||||||||||||||||||
Net income
|
$
|
480,138
|
|
|
$
|
(204,664
|
)
|
|
$
|
275,474
|
|
|
$
|
388,451
|
|
|
$
|
(141,667
|
)
|
|
$
|
246,784
|
|
|
$
|
358,573
|
|
|
$
|
(132,491
|
)
|
|
$
|
226,082
|
|
Reclassification adjustment for losses realized in net income on cash flow hedges
|
130
|
|
|
(50
|
)
|
|
80
|
|
|
467
|
|
|
(180
|
)
|
|
287
|
|
|
521
|
|
|
(201
|
)
|
|
320
|
|
|||||||||
Reclassification adjustment for net gains realized in net income on investment securities available for sale
|
(5,506
|
)
|
|
2,120
|
|
|
(3,386
|
)
|
|
(5,763
|
)
|
|
2,219
|
|
|
(3,544
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Net unrealized gains on investment securities available for sale
|
—
|
|
|
—
|
|
|
—
|
|
|
2,358
|
|
|
(908
|
)
|
|
1,450
|
|
|
2,908
|
|
|
(1,120
|
)
|
|
1,788
|
|
|||||||||
Other comprehensive gain (loss) of bank subsidiary
|
6,784
|
|
|
(2,573
|
)
|
|
4,211
|
|
|
(39,080
|
)
|
|
15,047
|
|
|
(24,033
|
)
|
|
(31,420
|
)
|
|
12,098
|
|
|
(19,322
|
)
|
|||||||||
Other comprehensive income (loss)
|
$
|
1,408
|
|
|
(503
|
)
|
|
905
|
|
|
(42,018
|
)
|
|
16,178
|
|
|
(25,840
|
)
|
|
(27,991
|
)
|
|
10,777
|
|
|
(17,214
|
)
|
||||||||
Comprehensive income
|
|
|
|
|
$
|
276,379
|
|
|
|
|
|
|
$
|
220,944
|
|
|
|
|
|
|
$
|
208,868
|
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Statements of Cash Flows
|
|
||||||||||
|
Years Ended December 31,
|
||||||||||
(in thousands)
|
2017
|
|
2016
|
|
2015
|
||||||
Operating Activities
|
|
|
|
|
|
||||||
Net income
|
$
|
275,474
|
|
|
$
|
246,784
|
|
|
$
|
226,082
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Equity in undistributed loss (income) of subsidiaries
|
129,858
|
|
|
37,521
|
|
|
(30,847
|
)
|
|||
Deferred income tax expense (benefit)
|
60,931
|
|
|
17,989
|
|
|
(2,506
|
)
|
|||
Net (decrease) increase in other liabilities
|
(1,095
|
)
|
|
7,746
|
|
|
(1,709
|
)
|
|||
Net (increase) decrease in other assets
|
(8
|
)
|
|
(9,214
|
)
|
|
1,045
|
|
|||
Other, net
|
(3,330
|
)
|
|
(1,648
|
)
|
|
(178
|
)
|
|||
Net cash provided by operating activities
|
461,830
|
|
|
299,178
|
|
|
191,887
|
|
|||
Investing Activities
|
|
|
|
|
|
||||||
Proceeds from sales of investment securities available for sale
|
4,305
|
|
|
—
|
|
|
—
|
|
|||
Outlays for business combinations
|
—
|
|
|
(3,408
|
)
|
|
—
|
|
|||
Net decrease in short-term notes receivable from non-bank subsidiaries
|
35,200
|
|
|
31,800
|
|
|
10,000
|
|
|||
Net cash provided by investing activities
|
39,505
|
|
|
28,392
|
|
|
10,000
|
|
|||
Financing Activities
|
|
|
|
|
|
||||||
Dividends paid to common and preferred shareholders
|
(64,908
|
)
|
|
(69,663
|
)
|
|
(65,592
|
)
|
|||
Repurchases of common stock
|
(175,079
|
)
|
|
(263,084
|
)
|
|
(199,221
|
)
|
|||
Repayments on long-term debt
|
(600,386
|
)
|
|
(130,048
|
)
|
|
(48,553
|
)
|
|||
Proceeds from issuance of long-term debt
|
296,866
|
|
|
—
|
|
|
246,644
|
|
|||
Earnout payment
|
(892
|
)
|
|
—
|
|
|
—
|
|
|||
Net cash used in financing activities
|
(544,399
|
)
|
|
(462,795
|
)
|
|
(66,722
|
)
|
|||
(Decrease) increase in cash and funds due from banks
|
(43,064
|
)
|
|
(135,225
|
)
|
|
135,165
|
|
|||
Cash and funds due from banks at beginning of year
|
254,250
|
|
|
389,475
|
|
|
254,310
|
|
|||
Cash and funds due from banks at end of year
|
$
|
211,186
|
|
|
$
|
254,250
|
|
|
$
|
389,475
|
|
|
|
|
|
|
|
|
Years Ended December 31,
|
||||||||||
(in thousands)
|
2017
|
|
2016
|
|
2015
|
||||||
Insurance and bonds
|
$
|
10,314
|
|
|
$
|
12,023
|
|
|
$
|
12,514
|
|
|
|
|
|
|
|
|
2017
|
||||||||||||||
(in thousands, except per share data)
|
Fourth Quarter
(1)
|
|
Third
Quarter
|
|
Second Quarter
|
|
First
Quarter
|
||||||||
Interest income
|
$
|
306,934
|
|
|
$
|
297,652
|
|
|
$
|
285,510
|
|
|
$
|
272,401
|
|
Net interest income
|
269,713
|
|
|
262,572
|
|
|
251,097
|
|
|
239,927
|
|
||||
Provision for loan losses
|
8,565
|
|
|
39,686
|
|
|
10,260
|
|
|
8,674
|
|
||||
Income before income taxes
|
103,966
|
|
|
152,675
|
|
|
117,791
|
|
|
105,704
|
|
||||
Income tax expense
|
74,361
|
|
|
54,668
|
|
|
41,788
|
|
|
33,847
|
|
||||
Net income
|
29,605
|
|
|
98,007
|
|
|
76,003
|
|
|
71,857
|
|
||||
Net income available to common shareholders
|
27,046
|
|
|
95,448
|
|
|
73,444
|
|
|
69,298
|
|
||||
Net income per common share, basic
|
0.23
|
|
|
0.79
|
|
|
0.60
|
|
|
0.57
|
|
||||
Net income per common share, diluted
|
0.23
|
|
|
0.78
|
|
|
0.60
|
|
|
0.56
|
|
||||
|
|
|
|
|
|
|
|
|
2016
|
||||||||||||||
|
Fourth Quarter
|
|
Third
Quarter
|
|
Second Quarter
|
|
First
Quarter
|
||||||||
Interest income
|
$
|
264,534
|
|
|
$
|
256,554
|
|
|
$
|
252,393
|
|
|
$
|
249,323
|
|
Net interest income
|
233,530
|
|
|
226,007
|
|
|
221,449
|
|
|
218,193
|
|
||||
Provision for loan losses
|
6,259
|
|
|
5,671
|
|
|
6,693
|
|
|
9,377
|
|
||||
Income before income taxes
|
108,068
|
|
|
102,620
|
|
|
94,031
|
|
|
83,730
|
|
||||
Income tax expense
|
39,519
|
|
|
37,375
|
|
|
33,574
|
|
|
31,199
|
|
||||
Net income
|
68,549
|
|
|
65,245
|
|
|
60,457
|
|
|
52,531
|
|
||||
Net income available to common shareholders
|
65,990
|
|
|
62,686
|
|
|
57,898
|
|
|
49,972
|
|
||||
Net income per common share, basic
|
0.54
|
|
|
0.51
|
|
|
0.46
|
|
|
0.39
|
|
||||
Net income per common share, diluted
|
0.54
|
|
|
0.51
|
|
|
0.46
|
|
|
0.39
|
|
||||
|
|
|
|
|
|
|
|
•
|
“PROPOSALS TO BE VOTED ON” - “PROPOSAL 1: ELECTION OF 14 DIRECTORS”;
|
•
|
“EXECUTIVE OFFICERS”;
|
•
|
“SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE”; and
|
•
|
“CORPORATE GOVERNANCE AND BOARD MATTERS” - “Consideration of Director Candidates - Shareholder Candidates” and “Committees of the Board” - “Audit Committee.”
|
•
|
“DIRECTOR COMPENSATION”;
|
•
|
“EXECUTIVE COMPENSATION” - “Compensation Discussion and Analysis”; “Compensation Committee Report”; “Summary Compensation Table” and the compensation tables and related information which follow the Summary Compensation Table; and
|
•
|
“CORPORATE GOVERNANCE AND BOARD MATTERS” - “Committees of the Board” - “Compensation Committee Interlocks and Insider Participation.”
|
•
|
“STOCK OWNERSHIP OF DIRECTORS AND EXECUTIVE OFFICERS”; and
|
•
|
“PRINCIPAL SHAREHOLDERS.”
|
•
|
“AUDIT COMMITTEE REPORT” - “KPMG LLP Fees and Services” (excluding the information under the main caption “AUDIT COMMITTEE REPORT”); and
|
•
|
“AUDIT COMMITTEE REPORT” - “Policy on Audit Committee Pre-Approval.”
|
Exhibit
Number
|
|
Description
|
|
|
|
||
3.1
|
|
|
|
|
|
|
|
3.2
|
|
|
|
|
|
||
3.3
|
|
|
|
|
|
|
|
3.4
|
|
|
|
|
|
|
|
3.5
|
|
|
|
|
|
||
4.1
|
|
|
|
|
|
||
4.2
|
|
|
|
|
|
|
|
4.3
|
|
|
|
|
|
||
4.4
|
|
|
|
|
|
||
4.5
|
|
|
|
|
|
|
|
4.6
|
|
|
|
|
|
|
|
4.7
|
|
|
|
|
|
|
Exhibit
Number
|
|
Description
|
|
|
|
|
|
4.8
|
|
|
|
|
|
|
|
4.9
|
|
|
|
|
|
|
|
4.10
|
|
|
|
|
|
|
|
4.11
|
|
|
|
|
|
|
|
4.12
|
|
|
|
|
|
|
|
4.13
|
|
|
|
|
|
|
|
10.1
|
|
|
|
|
|
|
|
10.2
|
|
|
|
|
|
|
|
10.3
|
|
|
|
|
|
|
|
10.4
|
|
|
|
|
|
|
|
10.5
|
|
|
|
|
|
|
|
10.6
|
|
|
|
|
|
|
|
10.7
|
|
|
|
|
|
|
|
10.8
|
|
|
Exhibit
Number
|
|
Description
|
|
|
|
||
10.9
|
|
|
|
|
|
||
10.10
|
|
|
|
|
|
||
10.11
|
|
|
|
|
|
||
10.12
|
|
|
|
|
|
|
|
10.13
|
|
|
|
|
|
|
|
10.14
|
|
|
|
|
|
|
|
10.15
|
|
|
|
|
|
|
|
10.16
|
|
|
|
|
|
|
|
10.17
|
|
|
|
|
|
|
|
10.18
|
|
|
|
|
|
|
|
10.19
|
|
|
|
|
|
|
|
10.20
|
|
|
|
|
|
|
|
10.21
|
|
|
|
|
|
|
Exhibit
Number
|
|
Description
|
|
|
|
||
10.22
|
|
|
|
|
|
||
10.23
|
|
|
|
|
|
||
10.24
|
|
|
|
|
|
||
10.25
|
|
|
|
|
|
||
10.26
|
|
|
|
|
|
||
10.27
|
|
|
|
|
|
|
|
10.28
|
|
|
|
|
|
|
|
10.29
|
|
|
|
|
|
|
|
10.30
|
|
|
|
|
|
|
|
10.31
|
|
|
|
|
|
|
|
10.32
|
|
|
|
|
|
|
|
10.33
|
|
|
|
|
|
|
|
10.34
|
|
|
|
|
|
|
|
10.35
|
|
|
|
|
|
|
Exhibit
Number
|
|
Description
|
|
|
|
|
|
10.36
|
|
|
|
|
|
|
|
10.37
|
|
|
|
|
|
|
|
12.1
|
|
|
|
|
|
|
|
14
|
|
|
|
|
|
|
|
21.1
|
|
|
|
|
|
|
|
23.1
|
|
|
|
|
|
||
24.1
|
|
|
|
|
|
||
31.1
|
|
|
|
|
|
|
|
31.2
|
|
|
|
|
|
|
|
32
|
|
|
|
|
|
|
|
101
|
|
|
Interactive Data File
|
|
|
|
*
|
Indicates management contracts and compensatory plans and arrangements.
|
|
|
SYNOVUS FINANCIAL CORP.
|
||
|
|
|
|
|
Date:
|
February 28, 2018
|
By:
|
|
/s/ Kessel D. Stelling
|
|
|
|
|
Kessel D. Stelling
|
|
|
|
|
Chairman of the Board, President and Chief Executive Officer
(Duly Authorized Officer and Principal Executive Officer)
|
Signature
|
|
Title
|
|
Date
|
|
|
|
||
/s/ Kessel D. Stelling
|
|
Chairman of the Board, President,
Chief Executive Officer and Director
|
|
February 28, 2018
|
Kessel D. Stelling
|
|
(Principal Executive Officer)
|
|
|
|
|
|
||
/s/ Kevin S. Blair
|
|
Executive Vice President and
Chief Financial Officer
|
|
February 28, 2018
|
Kevin S. Blair
|
|
(Principal Financial Officer)
|
|
|
|
|
|
||
/s/ Liliana C. McDaniel
|
|
Chief Accounting Officer
|
|
February 28, 2018
|
Liliana C. McDaniel
|
|
(Principal Accounting Officer)
|
|
|
|
|
|
||
/s/ Catherine A. Allen
|
|
Director
|
|
February 28, 2018
|
Catherine A. Allen
|
|
|
|
|
|
|
|
||
/s/ Tim E. Bentsen
|
|
Director
|
|
February 28, 2018
|
Tim E. Bentsen
|
|
|
|
|
|
|
|
|
|
/s/ F. Dixon Brooke, Jr.
|
|
Director
|
|
February 28, 2018
|
F. Dixon Brooke, Jr.
|
|
|
|
|
|
|
|
|
|
/s/ Stephen T. Butler
|
|
Director
|
|
February 28, 2018
|
Stephen T. Butler
|
|
|
|
|
|
|
|
|
|
Signature
|
|
Title
|
|
Date
|
|
|
|
||
/s/ Elizabeth W. Camp
|
|
Director
|
|
February 28, 2018
|
Elizabeth W. Camp
|
|
|
|
|
|
|
|
|
|
/s/ Diana M. Murphy
|
|
Director
|
|
February 28, 2018
|
Diana M. Murphy
|
|
|
|
|
|
|
|
||
/s/ Jerry W. Nix
|
|
Director
|
|
February 28, 2018
|
Jerry W. Nix
|
|
|
|
|
|
|
|
||
/s/ Harris Pastides
|
|
Director
|
|
February 28, 2018
|
Harris Pastides
|
|
|
|
|
|
|
|
|
|
/s/ Joseph J. Prochaska, Jr.
|
|
Director
|
|
February 28, 2018
|
Joseph J. Prochaska, Jr.
|
|
|
|
|
|
|
|
|
|
/s/ John L. Stallworth
|
|
Director
|
|
February 28, 2018
|
John L. Stallworth
|
|
|
|
|
|
|
|
|
|
/s/ Melvin T. Stith
|
|
Director
|
|
February 28, 2018
|
Melvin T. Stith
|
|
|
|
|
|
|
|
||
/s/ Barry L. Storey
|
|
Director
|
|
February 28, 2018
|
Barry L. Storey
|
|
|
|
|
|
|
|
||
/s/ Philip W. Tomlinson
|
|
Director
|
|
February 28, 2018
|
Philip W. Tomlinson
|
|
|
|
|
|
|
|
|
|
Name
|
Title
|
Base Salary
|
||
|
|
|
||
Kessel D. Stelling
|
Chairman, Chief Executive Officer and President
|
$
|
1,125,000
|
|
Kevin S. Blair
|
Executive Vice President and Chief Financial Officer
|
|
586,500
|
|
Allen J. Gula, Jr.
|
Executive Vice President and Chief Operations Officer
|
463,958
|
|
|
Allan E. Kamensky
|
Executive Vice President, General Counsel and Secretary
|
445,833
|
|
|
J. Bart Singleton
|
Executive Vice President and President, Financial Management Services
|
430,221
|
|
|
|
|
Years Ended December 31,
|
|||||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|||||||
Ratio 1 – Including Interest on Deposits
|
|
|
|
|
|
|
|
|
|
|||||||
Earnings:
|
|
|
|
|
|
|
|
|
|
|||||||
Income from continuing operations before income taxes
|
$
|
480,138
|
|
|
$
|
388,450
|
|
|
358,573
|
|
|
302,559
|
|
|
252,628
|
|
Fixed charges excluding preferred stock dividends and accretion
|
146,511
|
|
|
130,745
|
|
|
126,355
|
|
|
117,001
|
|
|
126,379
|
|
||
Total
|
626,649
|
|
|
519,195
|
|
|
484,928
|
|
|
419,560
|
|
|
379,007
|
|
||
Fixed Charges:
|
|
|
|
|
|
|
|
|
|
|||||||
Interest on deposits
|
81,325
|
|
|
64,206
|
|
|
65,534
|
|
|
55,179
|
|
|
64,392
|
|
||
Interest on short-term borrowings
|
198
|
|
|
200
|
|
|
168
|
|
|
220
|
|
|
324
|
|
||
Interest on long-term debt
|
57,665
|
|
|
59,217
|
|
|
52,942
|
|
|
54,009
|
|
|
54,106
|
|
||
Portion of rents representative of the interest factor (1/3) of expense
|
7,323
|
|
|
7,121
|
|
|
7,711
|
|
|
7,593
|
|
|
7,557
|
|
||
Preferred stock dividends and accretion
|
10,238
|
|
|
10,238
|
|
|
10,238
|
|
|
10,238
|
|
|
40,830
|
|
||
Total fixed charges including preferred stock dividends and accretion
|
$
|
156,749
|
|
|
$
|
140,982
|
|
|
136,593
|
|
|
127,239
|
|
|
167,209
|
|
Ratio of earnings to fixed charges
|
4.00
|
x
|
|
3.68
|
x
|
|
3.55
|
x
|
|
3.30
|
x
|
|
2.27
|
x
|
||
|
|
|
|
|
|
|
|
|
|
|||||||
Ratio 2 – Excluding Interest on Deposits
|
|
|
|
|
|
|
|
|
|
|||||||
Earnings:
|
|
|
|
|
|
|
|
|
|
|||||||
Income from continuing operations before income taxes
|
$
|
480,138
|
|
|
$
|
388,450
|
|
|
358,573
|
|
|
302,559
|
|
|
252,628
|
|
Fixed charges excluding preferred stock dividends and accretion
|
65,186
|
|
|
66,539
|
|
|
60,821
|
|
|
61,822
|
|
|
61,987
|
|
||
Total
|
545,324
|
|
|
454,989
|
|
|
419,394
|
|
|
364,381
|
|
|
314,615
|
|
||
Fixed Charges:
|
|
|
|
|
|
|
|
|
|
|||||||
Interest on short-term borrowings
|
198
|
|
|
200
|
|
|
168
|
|
|
220
|
|
|
324
|
|
||
Interest on long-term debt
|
57,665
|
|
|
59,217
|
|
|
52,942
|
|
|
54,009
|
|
|
54,106
|
|
||
Portion of rents representative of the interest factor (1/3) of expense
|
7,323
|
|
|
7,121
|
|
|
7,711
|
|
|
7,593
|
|
|
7,557
|
|
||
Preferred stock dividends and accretion
|
10,238
|
|
|
10,238
|
|
|
10,238
|
|
|
10,238
|
|
|
40,830
|
|
||
Total fixed charges including preferred stock dividends and accretion
|
$
|
75,424
|
|
|
$
|
76,776
|
|
|
71,059
|
|
|
72,060
|
|
|
102,817
|
|
Ratio of earnings to fixed charges
|
7.23
|
x
|
|
5.93
|
x
|
|
5.90
|
x
|
|
5.06
|
x
|
|
3.06
|
x
|
Ownership Percentage
|
Name
|
Place of Incorporation
|
|||
100%
|
Synovus Bank
|
Georgia
|
|||
|
100%
|
|
Synovus Trust Company, National Association
|
National
|
|
|
100%
|
|
Synovus Mortgage Corp.
|
Alabama
|
|
|
|
100% Synovus Title, LLC
|
Alabama
|
||
|
|
100% Synovus Title II, LLC
|
Georgia
|
||
|
50%
|
|
Sterling Place, L.L.C.
|
Alabama
|
|
|
100%
|
|
W.L. Properties, Inc.
|
Florida
|
|
|
100%
|
|
U.O.S. Properties, Inc.
|
Florida
|
|
|
40%
|
|
Orchid, LLC
|
Alabama
|
|
|
100%
|
|
The Summerton Inn, Inc.
|
South Carolina
|
|
|
100%
|
|
DAL LLC
|
Alabama
|
|
|
100%
|
|
KDC LLC
|
Alabama
|
|
|
100%
|
|
BOP Properties, Inc.
|
Florida
|
|
|
100%
|
|
BNG Beltline, LLC
|
Georgia
|
|
|
100%
|
|
Synovus RP Holdings, LLC
|
Georgia
|
|
|
100%
|
|
Global Financial Distributors, Inc.
|
Georgia
|
|
|
100%
|
|
Global One Funding VII, LLC
|
Delaware
|
|
|
49.99%
|
|
Azalea Park Partners, LLP
|
Virginia
|
|
|
100%
|
|
CB&T Special Limited Partner, L.L.C.
|
Georgia
|
|
|
20%
|
|
West End Redevelopment Partnership, L.P.
|
Georgia
|
|
|
30%
|
|
Tuscaloosa Riverfront Development, LLC
|
Alabama
|
|
|
99.99%
|
|
CB&T Housing Fund Investor, L.L.C.
|
Georgia
|
|
|
|
99.99% Tall Pines Apartments, Ltd., (L.P.)
|
Alabama
|
||
|
|
99% Boston Capital Columbus Tax Credit Fund, A Limited Partnership
|
Massachusetts
|
||
|
|
99.99% New Northgate Village Development Company, L.P.
|
Georgia
|
||
|
99.99%
|
|
CB&T State Tax Credit Fund, L.L.C.
|
Georgia
|
|
|
|
0.01% Ashton Avalon, LP
|
Georgia
|
||
|
|
0.01% Baker Village Apartments I, LP
|
Georgia
|
||
|
100%
|
|
Synovus Equity Investments, Inc.
|
Georgia
|
|
|
|
100% Synovus Special Limited Partner, LLC
|
Georgia
|
||
|
100%
|
|
Synovus Callier Forest, LLC
|
Georgia
|
|
|
|
99.99% Callier Forest, L.P.
|
Alabama
|
||
|
100%
|
|
Synovus Union Hill, LLC
|
Georgia
|
|
|
|
99.99% Union Hill Apartments, L.P.
|
Alabama
|
||
|
100%
|
|
Synovus Pointe Apartments, LLC
|
Georgia
|
|
|
|
99.99% The Pointe Apartments, LTD
|
Alabama
|
||
|
100%
|
|
Synovus South Mall Apartments, LLC
|
Georgia
|
|
|
|
99.99% Summit South Mall Apartments, Ltd.
|
Alabama
|
||
|
100%
|
|
Synovus Aspenwood Square, LLC
|
Georgia
|
|
|
|
99.99% Aspenwood Square Apartments, LP
|
Alabama
|
||
|
100%
|
|
Synovus CAHEC CEF XXI, LLC
|
Georgia
|
|
|
100
|
%
|
Synovus Timber Sound 2017, LLC
|
Georgia
|
|
|
100
|
%
|
Synovus CAHEC SCPF 2017, LLC
|
Georgia
|
|
100
|
%
|
Synovus Hidden Hills 2017, LLC
|
Georgia
|
|
|
100
|
%
|
Synovus Strafford 25 2017, LLC
|
Georgia
|
|
|
5.07
|
%
|
ST GA Fund I LLC
|
Georgia
|
|
|
5.6
|
%
|
ST GA Fund III LLC
|
Georgia
|
|
100%
|
Synovus Securities, Inc.
|
Georgia
|
|||
100%
|
Broadway Asset Management, Inc.
|
Georgia
|
|||
100%
|
Banking Corporation of Florida Capital Trust
|
Delaware
|
|||
100%
|
Synovus Georgia State Tax Credit Fund, LLC
|
Georgia
|
|||
|
77
|
%
|
JT Tax Credits, LLC
|
Georgia
|
|
49.92%
|
TTP Fund II, L.P.
|
Georgia
|
|||
27%
|
GAA Real Estate Partners, L.P.
|
Delaware
|
1.
|
I have reviewed this Annual Report on Form 10-K for the year ended
December 31, 2017
of Synovus Financial Corp.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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(c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
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Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
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5.
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The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
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(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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Date:
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February 28, 2018
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BY:
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/s/ Kessel D. Stelling
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Kessel D. Stelling
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Chairman of the Board, President and Chief Executive Officer
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1.
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I have reviewed this Annual Report on Form 10-K for the year ended
December 31, 2017
of Synovus Financial Corp.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
February 28, 2018
|
BY:
|
|
/s/ Kevin S. Blair
|
|
|
|
|
Kevin S. Blair
|
|
|
|
|
Chief Financial Officer
|
Date:
|
February 28, 2018
|
BY:
|
|
/s/ Kessel D. Stelling
|
|
|
|
|
Kessel D. Stelling
|
|
|
|
|
Chairman of the Board, President and Chief Executive Officer
|
|
|
|
|
|
Date:
|
February 28, 2018
|
BY:
|
|
/s/ Kevin S. Blair
|
|
|
|
|
Kevin S. Blair
|
|
|
|
|
Chief Financial Officer
|